PRIOR SALES
On April 2, 2015, we entered into an
at-the-market
(
ATM
) equity facility with Cowen and Company, LLC, acting as sole agent. Under the terms of the ATM, Aptose was permitted to, from time
to time, sell Common Shares having an aggregate offering value of up to US$20,000,000 on NASDAQ. We issued a total of 10,592,093 Common Shares at prices ranging between US$2.20 and US$0.80 under the ATM during the
12-month
period prior to the date of this Prospectus. The ATM expired on December 29, 2017 and as at that date the Company had issued a cumulative $20,000,000 of Common Shares pursuant to this facility.
On October 27, 2017, we entered into the Aspire Purchase Agreement, which provides that, upon the terms and
subject to the conditions and limitations set forth therein, Aspire Capital is committed to purchase up to an aggregate of US$15,500,000 of Common Shares over approximately
30-months.
Pursuant to the terms of
this agreement, on October 31, 2017, Aspire Capital purchased 357,143 Common Shares at US$1.40 per Common Share and we issued 321,429 Common Shares to Aspire Capital in consideration for entering into the Aspire Purchase Agreement. During the
period of January 16, 2018 to the date of the Prospectus, we issued a total of 1,800,000 Common Shares to Aspire Capital at prices ranging between US$2.1667 and US$2.82 pursuant to the Aspire Purchase Agreement.
During the
12-month
period prior to the date of the Prospectus, we granted the
following securities pursuant to our stock incentive plan: (i) on March 28, 2017, we granted (A) options to purchase an aggregate of 480,000 Common Shares at a price of Cdn$1.52 per Common Share, and (B) an aggregate of
150,000 restricted stock units which fully vested on June 28, 2017; (ii) on June 6, 2017, we granted options to purchase an aggregate of 191,250 Common Shares at a price of US$1.03 per Common Share; (iii) on June 6,
2017, we granted options to purchase an aggregate of 56,250 Common Shares at a price of Cdn$1.38 per Common Share; (iv) on August 8, 2017, we granted options to purchase an aggregate of 32,500 Common Shares at a price of US$1.69 per
Common Share; (v) on August 8, 2017, we granted options to purchase an aggregate of 20,000 Common Shares at a price of Cdn$2.04 per Common Share; (vi) on November 14, 2017, we granted options to purchase an aggregate of
8,000 Common Shares at a price of US$2.05 per Common Share; (vii) on December 4, 2017, we granted options to purchase an aggregate of 38,500 Common Shares at a price of US$2.01 per Common Share; (viii) on January 19,
2018, we granted options to purchase an aggregate of 670,000 Common Shares at a price of US$2.80 per Common Share; (ix) on January 19, 2018, we granted options to purchase an aggregate of 180,000 Common Shares at a price of
Cdn$3.52 per Common Share; (x) on January 22, 2018, we granted options to purchase an aggregate of 90,000 Common Shares at a price of Cdn$3.84 per Common Share; and (xi) on January 22, 2018, we granted options to purchase an
aggregate of 1,119,000 Common Shares at a price of US$3.07 per Common Share.
USE OF PROCEEDS
The aggregate proceeds of distributions of Securities under this Prospectus shall not exceed US$100,000,000. Unless
otherwise indicated in a Prospectus Supplement, the net proceeds that we receive from the sale of the Securities offered by this Prospectus will be used by us to potentially (i) initiate, accelerate and expand clinical trials for CG806;
(ii) initiate, accelerate and expand our clinical trials for APTO-253 provided the clinical hold is lifted by the FDA; (iii) acquire and fund (including through partnerships and in-licensing) additional clinical assets; and (iv) for
working capital and general corporate purposes relating to (i), (ii) or (iii) above. However, there is no certainty as to how the net proceeds that we receive from the sale of the Securities offered by this Prospectus may be used given that market
opportunities and evolution of our current clinical assets may affect projections.
We expect that our currently available
cash and proceeds available through the Aspire Purchase Agreement will be sufficient to pay planned operational expenditures over the next 25 months, including research and development costs. However, proceeds raised under the Prospectus may allow
us to initiate and complete
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