All amounts are in US dollars
QUEBEC CITY, Sept. 21, 2015 /CNW Telbec/ - Aeterna
Zentaris Inc. (NASDAQ: AEZS)(TSX: AEZ) (the "Company")
announced today that it has entered into definitive agreements with
the holders (the "Consenting Holders") of approximately 90% of its
outstanding Series B Common Share Purchase Warrants (the "Series B
Warrants") that are intended to reduce the dilutive effect of the
exercise of the Series B Warrants by establishing a cap on the
number of shares issuable upon alternate net cashless exercise
("Net Cashless Exercise") of the Series B Warrants until the close
of business on November 17, 2015 and
by limiting the number of shares that the Consenting Holders may
sell until the close of business on October
9, 2015. The Company was advised by Maxim Group LLC
("Maxim") in its negotiations with the holders of the Series B
Warrants. The effectiveness of the amendments to the Series B
Warrants is subject to the approval of the Toronto Stock
Exchange.
David A. Dodd, Chairman,
President and Chief Executive Officer of the Company remarked
regarding the agreements, "We believe that the agreements we
reached with the Consenting Holders should temporarily reduce the
selling pressure on our stock by limiting the additional dilution
from the Net Cashless Exercise of Series B Warrants. We
appreciate the willingness of our Series B Warrant holders to work
with us on this important step toward a resolution of the issues
confronting our capital structure. We also are grateful to
Maxim for helping us to reach agreement with our Series B Warrant
holders in an efficient manner."
Under the terms of the agreements, the number of Common Shares
issuable per Series B Warrant with respect to Net Cashless
Exercises prior to the close of business on November 17, 2015 may not exceed 33.23 based on a
floor on the average volume weighted average prices of $0.0541. The number of Common Shares
issuable per Series B Warrant may be less than such number,
however, if the price of the Company's Common Shares recovers
during the relevant period. In addition, during a
trading-limitation period that expires at the close of business on
October 9, 2015, the Consenting
Holders have agreed to limit their market sales of our Common
Shares to an aggregate of 100 million shares, which limitation
shall not apply to any of the Company's Common Shares sold at or
above $0.10 per share.
As of September 21, 2015,
approximately 10.8 million Series B Warrants remained outstanding,
representing approximately 36% of the number originally
issued. In addition, the Company expects that, as of the
close business on September 21, 2015,
there will be approximately 363.5 million issued and outstanding
Common Shares.
The Company will pay Maxim an advisory fee and a success fee for
each Series B Warrant that was amended. The Consenting
Holders were not compensated and did not receive any other
consideration in connection with the amendments to be effected to
the Series B Warrants.
About Maxim Group LLC
Maxim Group LLC is a full-service investment banking firm
headquartered in New York. Maxim Group provides a full array
of financial services including investment banking; private wealth
management; and global institutional equity, fixed-income and
derivatives sales and trading as well as equity research. The
investment banking group focuses on middle market and emerging
growth companies within the healthcare, technology, media,
shipping, energy, retail, and business and financial services
sectors. The institutional coverage of Maxim Group spans
North and South America,
Europe and Asia. Maxim Group
LLC is a registered as a broker-dealer with the U.S. Securities and
Exchange Commission and is a member of the following: Financial
Industry Regulatory Authority (FINRA); Municipal Securities
Rulemaking Board (MSRB); Securities Insurance Protection
Corporation (SIPC); NASDAQ Stock Market and the NYSE Arca, Inc.
About Aeterna Zentaris Inc.
Aeterna Zentaris is a specialty biopharmaceutical company
engaged in developing and commercializing novel treatments in
oncology, endocrinology and women's health. For more
information, visit www.aezsinc.com.
Forward Looking Statements
This press release contains forward-looking statements made
pursuant to the safe harbor provisions of the US Securities
Litigation Reform Act of 1995. Forward-looking statements
involve known and unknown risks and uncertainties that could cause
actual events to differ materially from those in the
forward-looking statements. Such risks and uncertainties
include, among others, the effectiveness of the above-described
amendment of the Series B Warrants to temporarily reduce the
selling pressure on our stock by limiting the additional dilution
from the Net Cashless Exercise of Series B Warrants.
Investors should consult the Company's quarterly and annual filings
with the Canadian and US securities commissions for additional
information on risks and uncertainties relating to forward-looking
statements. Investors are cautioned not to place undue
reliance on these forward-looking statements. The Company
does not undertake to update these forward-looking
statements. We disclaim any obligation to update any such
factors or to publicly announce the result of any revisions to any
of the forward-looking statements contained herein to reflect
future results, events or developments, unless required to do so by
a governmental authority or by applicable law.
SOURCE Aeterna Zentaris Inc.