Attached files
Exhibit
99.1
Edesa Biotech Announces $4.36 Million Registered Direct
Offering
TORONTO,
ON / ACCESSWIRE / January 6, 2020 / Edesa Biotech, Inc.
(Nasdaq: EDSA), a clinical-stage biopharmaceutical company, today
announced that it has entered into definitive securities purchase
agreements with certain institutional and accredited investors as
well as company insiders in a registered direct offering of an
aggregate of 1,355,380 common shares. The price per share for
investors other than investors that are officers, directors,
employees or consultants of the company is $3.20 and, for each
investor that is an officer, director, employee or consultant of
the company, $4.11.
In a
concurrent private placement, the company agreed to sell to such
investors Class A Purchase Warrants to purchase an aggregate of up
to 1,016,553 of the Company’s common shares, or 0.75 of a
common share for each share purchased in the offering, and Class B
Purchase Warrants to purchase an aggregate of up to 677,703 of the
company’s common shares, or 0.50 of a common share for each
share purchased in the offering. The Class A Purchase Warrants will
be exercisable at any time on or after the six month anniversary of
their date of issuance, at an exercise price of $4.80 per share and
will expire on the third anniversary of the date they initially
become exercisable. The Class B Purchase Warrants will be
exercisable at any time on or after the six month anniversary of
their date of issuance, at an exercise price of $4.00 per share and
will expire on the four month anniversary of the date they
initially become exercisable.
Brookline
Capital Markets, a division of Arcadia Securities, LLC, acted as
Edesa’s U.S. financial adviser and placement agent for the
offering in the United States. Non U.S. investors participated in
the offering via a concurrent non-brokered placement. The closing
of the offering and concurrent private placement is expected to
occur on or about January 8, 2020, subject to the satisfaction of
customary closing conditions.
The
gross proceeds to Edesa are expected to be approximately $4.36
million. Edesa intends to use the net proceeds from the offering
primarily for working capital and for general corporate purposes,
including research and development.
The common shares are being offered pursuant to an effective shelf
registration statement on Form S-3 (File No. 333-233567), that was
previously filed with the Securities and Exchange Commission (SEC)
and declared effective on September 12, 2019. The warrants to be
issued in the concurrent private placement and shares issuable upon
exercise of such warrants have not been registered under the
Securities Act of 1933, as amended (the Securities Act) or
applicable state securities law and are being offered pursuant to
Section 4(a)(2) of the Securities Act and Regulation D promulgated
thereunder.
This
press release shall not constitute an offer to sell, or the
solicitation of an offer to buy, nor may there be any sale of these
securities in any state or jurisdiction in which such an offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or
jurisdiction.
A prospectus supplement relating to and describing the terms of the
offering will be filed with the SEC and will be available on
the SEC's
website. The offering is being
made only by means of a prospectus and related prospectus
supplement, copies of which may be obtained, when available, from
Edesa Biotech, Inc. via email at investors@edesabiotech.com
or telephone at (805) 488-2800.
No Canadian prospectus has been or will be filed in a province or
territory of Canada to qualify the securities in connection with
the offering.
About Edesa Biotech, Inc.
Edesa Biotech, Inc. (Nasdaq: EDSA) is a
clinical-stage biopharmaceutical company focused on efficiently
developing innovative treatments that address significant unmet
medical needs. Edesa’s lead product candidate, EB01, is a
novel non-steroidal anti-inflammatory molecule (sPLA2 inhibitor)
for the treatment of chronic allergic contact dermatitis which has
demonstrated statistically significant improvements in multiple
clinical studies. A Phase 2b clinical study of EB01 was initiated
in October 2019. Edesa also intends to expand the utility of its
sPLA2 inhibitor technology across multiple indications and expand
its portfolio with assets that can drive long-term growth
opportunities. The company is based in Markham, Ontario, Canada,
with U.S. offices in Southern California.
Edesa Forward-Looking Statements
This press release may contain forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. Forward-looking statements may be identified by the use of
words such as "anticipate," "believe," "plan," "estimate,"
"expect," "intend," "may," "will," "would," "could," "should,"
"might," "potential," or "continue" and variations or similar
expressions. Forward looking statements in this press release
include the anticipated closing date of the offering and
anticipated proceeds from the offering. Readers should not unduly
rely on these forward-looking statements, which are not a guarantee
of future performance. There can be no assurance that
forward-looking statements will prove to be accurate, as all such
forward-looking statements involve known and unknown risks,
uncertainties and other factors which may cause actual results or
future events to differ materially from the forward-looking
statements. Such risks include: the ability of Edesa to obtain
regulatory approval for or successfully commercialize any of its
product candidates, the risk that access to sufficient capital to
fund Edesa’s operations may not be available or may be
available on terms that are not commercially favorable to Edesa,
the risk that Edesa’s product candidates may not be effective
against the diseases tested in its clinical trials, the risk that
Edesa fails to comply with the terms of license agreements with
third parties and as a result loses the right to use key
intellectual property in its business, Edesa’s ability to
protect its intellectual property and the timing and success of
submission, acceptance and approval of regulatory filings. Many of
these factors that will determine actual results are beyond the
company's ability to control or predict. For a discussion of
further risks and uncertainties related to Edesa's business, please
refer to Edesa’s public company reports filed with the U.S.
Securities and Exchange Commission and the British Columbia
Securities Commission. All forward-looking statements are made as
of the date hereof and are subject to change. Except as required by
law, Edesa assumes no obligation to update such
statements.
Contacts
Gary Koppenjan
Edesa Biotech, Inc.
(805) 488-2800 ext. 150
investors@edesabiotech.com