MISSISSAUGA, ON, April 1, 2014 /CNW/ - Nuvo Research Inc.
(TSX:NRI), (the "Company"), a specialty pharmaceutical company with
a diverse portfolio of topical and immunology products, is pleased
to announce the closing of a non-brokered private placement (the
"Private Placement"), pursuant to which an aggregate of 1,390,000
units of the Company were issued at a price of $2.25 per unit, raising gross proceeds of
approximately $3,127,500. Each
Unit consists of one common share of the Company and one-half of
one common share purchase warrant of the Company. Each whole
warrant entitles the holder to purchase one common share of the
Company at a price of $3.00 for a
24-month period, subject to acceleration at the option of the
Company in the event that the ten-day volume weighted share price
for the Company's common shares is equal to or exceeds $3.50 on the Toronto Stock Exchange ("TSX") at
any time during the warrant term. First Republic Capital
Corporation ("First Republic") was the primary finder of the
participants in the offering.
Certain officers of the Company participated in
the Private Placement and acquired 67,768 Units on the same terms
as the other purchasers. The participation by the officers in the
Private Placement constitutes a "related party transaction" under
Multilateral Instrument 61-101 and is exempt from the minority
approval and valuation requirements under such instrument.
In connection with the Private Placement, a
finder's fee was paid consisting of (a) a 6% cash commission on the
gross proceeds raised under the private placement relating to
purchasers introduced by the finders, and (b) broker warrants to
purchase Units at a price of $2.54
per Unit equal to 6% of the number of Units relating to purchasers
introduced by the finders.
"This financing allows us to further advance our
immunology program and provides us a stronger balance sheet going
forward," said Dan Chicoine, Nuvo's
Chairman and Co-CEO. "We will now be in a much stronger cash
position when we obtain the results of our Phase 2 study of WF10
for the treatment of allergic rhinitis expected in Q4 this
year."
The gross proceeds raised from the Private
Placement will be used by the Company to further advance the
development of the WF10 program for allergic rhinitis, and for
working capital and general corporate purposes.
The securities issued under the Private
Placement are subject to a hold period expiring on August 1, 2014.
About Nuvo Research Inc.
Nuvo (TSX:NRI) is a specialty pharmaceutical
company focused on improving patient's lives by developing and
commercializing innovative products that address unmet medical
needs. The Company has a diverse portfolio of products in the
areas of topical pain and immunology.
Nuvo's marketed products include Pennsaid (a
topical treatment for the signs and symptoms of osteoarthritis of
the knee), Pennsaid 2% (a topical treatment for the pain of
osteoarthritis of the knee), Pliaglis (a topical local anesthetic)
and the heated lidocaine/tetracaine patch (HLT Patch). For
additional Company information visit www.nuvoresearch.com.
Forward-Looking Information:
Certain statements in this news release
constitute forward-looking statements within the meaning of
applicable securities laws. Forward-looking statements include, but
are not limited to the Company's anticipated use of proceeds from
the Private Placement, the Company's future share price and the
Company's possible election to accelerate the expiry date of any of
the warrants or the brokers warrants and similar statements
concerning anticipated future events, results, circumstances,
performance or expectations that are not historical facts.
Forward-looking statements generally can be identified by the use
of forward-looking terminology such as "outlook", "objective",
"may", "will", "expect", "intend", "estimate", "anticipate",
"believe", "should", "plans" or "continue", or similar expressions
suggesting future outcomes or events. Such forward-looking
statements reflect management's current beliefs and are based on
information currently available to management. Forward-looking
statements involve risks and uncertainties that could cause actual
results to differ materially from those contemplated by such
statements. Factors that could cause such differences include the
failure to obtain final TSX approval of the Private Placement,
general business and economic uncertainties and adverse market
conditions as well as other risk factors included in the Company's
Annual Information Form dated February 20,
2014 under the heading "Risks Factors" and as described from
time to time in the reports and disclosure documents filed by the
Company with Canadian securities regulatory agencies and
commissions. This list is not exhaustive of the factors that may
impact the Company's forward-looking statements. These and other
factors should be considered carefully and readers should not place
undue reliance on the Company's forward-looking statements. As a
result of the foregoing and other factors, no assurance can be
given as to any such future results, levels of activity or
achievements and neither the Company nor any other person assumes
responsibility for the accuracy and completeness of these
forward-looking statements. The factors underlying current
expectations are dynamic and subject to change. Although the
forward-looking information contained in this news release is based
upon what management believes are reasonable assumptions, there can
be no assurance that actual results will be consistent with these
forward-looking statements. All forward-looking statements in
this news release are qualified by these cautionary statements. The
forward-looking statements contained herein are made as of the date
of this news release and except as required by applicable law, the
Company undertakes no obligation to publicly update or revise any
forward-looking statement, whether as a result of new information,
future events or otherwise.
SOURCE Nuvo Research Inc.