Kane Biotech Announces Closing of First Tranche of Private Placement
December 19 2019 - 5:00PM
Kane Biotech Inc. (TSX-V:KNE) (the “Company” or “Kane Biotech”) is
pleased to announce that it has closed the first tranche (the
“First Tranche”) of its non-brokered private placement offering
(the “Offering”) announced previously on December 4, 2019, and has
issued 17,918,137 units of the Company ("Units") at a price of
$0.14 per Unit to raise gross proceeds of $2,508,539.18. Each Unit
consists of one common share of the Company (a “Common Share”) and
one-half of one Common Share purchase warrant (a "Warrant"), with
each whole Warrant entitling the holder thereof to purchase one
additional Common Share at an exercise price of $0.18 per Common
Share until December 19, 2021.
The Company expects to close one or more
additional tranches of the Offering for aggregate gross proceeds of
up to $3,500,000.
A number of directors and officers of the
Company, including the Chairman of the Board of Directors, Philip
Renaud; Director, President and Chief Executive Officer, Marc
Edwards; Chief Financial Officer, Raymond Dupuis, and Chief
Scientific Officer, Dr. Gordon Guay, participated for a total
$494,999.68 (3,535,712 Units) in the First Tranche (the “Insider
Subscriptions”). The Insider Subscriptions are deemed to be a
"related party transaction" as defined under Multilateral
Instrument 61-101- Protection of Minority Security Holders in
Special Transactions ("MI 61-101"). The Company is exempt from the
formal valuation and minority approval requirements for related
party transactions pursuant to Subsection 5.5(a) and Subsection
5.7(a) of MI 61-101, respectively.
The net proceeds of the Offering will be used
for business development, technology and product commercialization,
patent and trademark filings, regulatory expenses, clinical trials
and general working capital.
The securities issued in the First Tranche of
the Offering will be subject to a hold period of four months plus a
day expiring April 20, 2020. In connection with the First Tranche
of the Offering, the Company paid compensation to an eligible
finder consisting of a cash commission of $8,008 and 35,750
compensation warrants (the “Broker Warrants”). Each Broker Warrant
is exercisable into one Common Share at $0.18 per Common Share
until December 19, 2021. The Broker Warrants are also subject to
the Call Right (as defined below).
In the event that the Common Shares traded on
the TSX-V have a closing price at or exceeding $0.25 per Common
Share for five (5) consecutive trading days, the Company reserves
the right to call the Warrants at their exercise price of $0.18 per
Warrant (the “Call Right”). If the Company wishes to exercise its
Call Right, the Company must provide written notice to the holders
of the Warrants that it is calling the Warrants. Investors will
have thirty (30) days from the date of such notice to exercise the
Warrants and, in the event that any Warrants are not exercised,
such Warrants shall be cancelled. Holders of Warrants shall be
restricted from exercising any number of Warrants that will cause
the holder to own such number of Common Shares that will equal or
exceed 20% of the then issued and outstanding shares.
This press release does not constitute
an offer to sell or the solicitation of an offer to buy these
securities, nor shall it constitute an offer, solicitation or sale
in any jurisdiction in which such offer, solicitation or sale is
unlawful. These securities have not been, and will not be,
registered under the United States Securities Act of 1933, as
amended, or any state securities laws, and may not be offered or
sold in the United States or to U.S. persons unless registered or
exempt therefrom.
About Kane Biotech Inc.
Kane Biotech is a biotechnology company engaged
in the research, development and commercialization of technologies
and products that prevent and remove microbial biofilms. The
Company has a portfolio of biotechnologies, intellectual property
(56 patents and patents pending, trade secrets and trademarks) and
products developed by the Company's own biofilm research expertise
and acquired from leading research institutions. StrixNB™,
DispersinB®, bluestem™, AloSera™, coactive+™ and Kane® are
trademarks of Kane Biotech Inc. The Company is listed on the TSX
Venture Exchange under the symbol "KNE."
For more information, please visit
www.kanebiotech.com, or contact:
Marc EdwardsChief Executive
OfficerKane Biotech Inc. +1 (514) 910-6991medwards@kanebiotech.com
Ray Dupuis Chief Financial OfficerKane Biotech Inc. +1 (204)
298-2200rdupuis@kanebiotech.com Stephen KilmerInvestor
RelationsKane Biotech Inc.+1 (646)
274-3580skilmer@kanebiotech.com |
|
Neither the TSX Venture Exchange nor its
Regulation Services Provider (as that term is defined in the
policies of the TSX Venture Exchange) accepts responsibility for
the adequacy or accuracy of this release.
Caution Regarding Forward-Looking
Information
This press release contains certain statements
regarding Kane Biotech Inc. that constitute forward-looking
information under applicable securities laws. These statements
reflect management's current beliefs and are based on information
currently available to management. Certain material factors or
assumptions are applied in making forward-looking statements, and
actual results may differ materially from those expressed or
implied in such statements. These risks and uncertainties include,
but are not limited to, risks relating to the Company's: (a)
financial condition, including lack of significant revenues to date
and reliance on equity and other financing; (b) business, including
its early stage of development, government regulation, market
acceptance for its products, rapid technological change and
dependence on key personnel; (c) intellectual property including
the ability of the Company to protect its intellectual property and
dependence on its strategic partners; and (d) capital structure,
including its lack of dividends on its Shares, volatility of the
market price of its Shares and public company costs. Further
information about these and other risks and uncertainties can be
found in the disclosure documents filed by the Company with
applicable securities regulatory authorities, available at
www.sedar.com. The Company cautions that the foregoing list of
factors that may affect future results is not exhaustive.
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