Aeterna Zentaris Announces Closing of US$7,560,000 Registered Direct Offering of Common Shares and Warrants
November 01 2016 - 11:27AM
Business Wire
Aeterna Zentaris Inc. (NASDAQ: AEZS) (TSX: AEZ)
(the “Company”) today announced the closing of its previously
announced registered direct offering to a single healthcare
dedicated institutional investor in the United States (the
“Offering”) of 2,100,000 units (the “Units”), consisting of either
one common share or one-pre-funded warrant to acquire one common
share and 0.45 of a warrant to purchase one common share, at a
purchase price of US$3.60 per Unit. The purchaser acquired Units
with pre-funded warrants substituted for common shares where the
purchase of Units with common shares would have resulted in the
purchaser beneficially owning more than its beneficial ownership
limitation following the consummation of the Offering.
The warrants have an exercise price of US$4.70 per share. They
are exercisable 6 months after their date of issuance and expire
three years after their initial exercise date. The warrants do not
contain any price or other adjustment provision, except for
customary adjustment provisions that apply in the event of certain
corporate events or transactions that affect all outstanding common
shares. The warrants may at any time be exercised on a “net” or
“cashless” basis in accordance with a customary formula. In
addition, in the event the volume weighted average price of the
Company’s common shares on the NASDAQ Capital Market attains or
exceeds US$10.00 during 10 consecutive trading days, the Company
will have the right to call for cancellation all or any portion of
the warrants which are not exercised by holders within 10 trading
days following receipt of a call notice from the Company. The
warrants will not be listed on any stock exchange.
The Company intends to use the net proceeds from the Offering to
fund the preparation and submission of New Drug Applications for
Macrilen™ and Zoptrex™, if the results of its ongoing clinical
trials of such products warrant doing so, for general corporate and
working capital purposes and to fund negative cash flow.
Maxim Group LLC acted as exclusive placement agent for the
Offering. Rodman & Renshaw, a unit of H.C. Wainwright &
Co., LLC, and Aegis Capital Corp. acted as financial advisors to
the Company in connection with the Offering.
In approving the Offering and listing the Common Shares issued
and issuable thereunder, the Company relied on the exemption set
forth in Section 602.1 of the TSX Company Manual available to
“Eligible Interlisted Issuers”, since the Company's Common Shares
are also listed on the NASDAQ Capital Market and had less than 25%
of the overall trading volume of its listed securities occurring on
all Canadian marketplaces in the twelve months immediately
preceding the date on which application was made to TSX to approve
the Offering.
This press release does not and shall not constitute an offer
to sell or the solicitation of an offer to buy any of the Company’s
securities, nor shall there be any sale of the Company’s securities
in any state or jurisdiction in which such offer, solicitation or
sale would be unlawful prior to registration or qualification under
the securities laws of any such state or jurisdiction.
About Aeterna Zentaris Inc.
Aeterna Zentaris is a specialty biopharmaceutical company
engaged in developing and commercializing novel treatments in
oncology and endocrinology. We are engaged in drug development
activities and in the promotion of products for others. We are now
conducting Phase 3 studies of two internally developed compounds.
The focus of our business development efforts is the acquisition or
in-license of products that are relevant to our therapeutic areas
of focus. We also intend to license out certain commercial rights
of internally developed products to licensees in territories where
such out-licensing would enable us to ensure development,
registration and launch of our product candidates. Our goal is to
become a growth-oriented specialty biopharmaceutical company by
pursuing successful development and commercialization of our
product portfolio, achieving successful commercial presence and
growth, while consistently delivering value to our shareholders,
employees and the medical providers and patients who will benefit
from our products. For more information, visit www.aezsinc.com.
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version on businesswire.com: http://www.businesswire.com/news/home/20161101006261/en/
Aeterna Zentaris Inc.Philip A. Theodore, 843-900-3223Senior Vice
PresidentIR@aezsinc.com
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