Kalytera Provides Update on Private Placement of Common Shares and Common Share Purchase Warrants
October 21 2019 - 11:07PM
Kalytera Therapeutics, Inc. (TSX VENTURE: KLY and OTCQB: KALTF)
(the “
Company” or “
Kalytera”) is
pleased to announce that it has closed an additional tranche of its
private placement, for 1,974,445 common shares of the Company and
1,974,445 common share purchase warrants for aggregate gross
proceeds of approximately C$88,850. All securities issued in
this tranche are subject to a hold period expiring on February 17,
2020 in accordance with applicable securities laws. The offering
remains subject to final TSX Venture Exchange
(“
TSXV”) approval.
The additional closing was part of a larger
private placement transaction (the “Private
Placement”) under which the Company is issuing units each
consisting of one common share and one common share purchase
warrant, at a price of C$0.045 per unit, pursuant to the grant of a
discretionary waiver by the TSXV of its C$0.05 minimum pricing
requirement. As previously disclosed, Mr. Farrell, the
Company’s Chief Executive Officer, and Mr. Erickson, a member of
the Company’s board of directors, invested at a price of C$0.05 per
unit, instead of the C$0.045 per unit price made available to all
other investors.
Each common share purchase warrant will have an
exercise price of CDN $0.05, and a term of 36 months from the date
of issuance. Beginning on the date that is four months plus one day
following the applicable issuance date, Kalytera may accelerate the
expiry date of such common share purchase warrants to the date that
is 30 days following notice of such acceleration should the daily
volume weighted average trading price of Kalytera’s common shares
be greater than C$1.00 for any 10 consecutive trading days on the
TSXV.
The TSXV has granted an extension to the
deadline for the Company to complete all closings and satisfy all
filing requirements in connection with the Private Placement until
November 20, 2019. The Company expects to complete the
closing of any additional tranches of the Private Placement by the
end of the month.
As previously disclosed in more detail in the
Company’s press release dated September 11, 2019, proceeds of the
Private Placement will be used to fund preparatory work for
initiation of the Company’s Phase 3 clinical registration study for
its lead product development program evaluating cannabidiol
(“CBD”) for the prevention of acute graft versus
host disease (“GVHD”). Proceeds will also be used
to augment the Company’s working capital as it enters into
discussions with potential corporate partners for its GVHD
program.
The securities offered have not been, and will
not be, registered under the U.S. Securities Act of 1933, as
amended (the “U.S. Securities Act”) or any U.S. state securities
laws, and were not offered or sold in the United States or to, or
for the account or benefit of, United States persons absent
registration or any applicable exemption from the registration
requirements of the U.S. Securities Act and applicable U.S. state
securities laws. This news release shall not constitute an offer to
sell or the solicitation of an offer to buy securities in the
United States, nor shall there be any sale of these securities in
any jurisdiction in which such offer, solicitation or sale would be
unlawful.
About Kalytera
Therapeutics Kalytera Therapeutics, Inc. is
pioneering the development of cannabidiol (“CBD”) therapeutics.
Through its proven leadership, drug development expertise, and
intellectual property portfolio, Kalytera seeks to establish a
leading position in the development of CBD medicines for a range of
important unmet medical needs, with an initial focus on GVHD and
treatment of acute and chronic pain.
- Website Home: https://kalytera.co/
- News and Insights: https://kalytera.co/news/
- Investors: https://kalytera.co/investors/
Cautionary StatementsNeither
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.
This press release may contain certain
forward-looking information and statements ("forward-looking
information") within the meaning of applicable Canadian securities
legislation, that are not based on historical fact, including
without limitation in respect of additional closings under the
Private Placement, final TSXV approval of the Private Placement,
the Company’s product candidate pipeline, planned clinical trials,
regulatory approval prospects, intellectual property objectives and
other statements containing the words "believes", "anticipates",
"plans", "intends", "will", "should", "expects", "continue",
"estimate", "forecasts" and other similar expressions. Readers are
cautioned to not place undue reliance on forward-looking
information. Actual results and developments may differ materially
from those contemplated by these statements depending on, among
other things, the risk that future clinical studies may not proceed
as expected or may produce unfavourable results, the risk that
required regulatory approvals may not be obtained and the risk that
additional closings under the Private Placement may not be
completed. Kalytera undertakes no obligation to comment on
analyses, expectations or statements made by third-parties, its
securities, or financial or operating results (as applicable).
Although Kalytera believes that the expectations reflected in
forward-looking information in this press release are reasonable,
such forward-looking information has been based on expectations,
factors and assumptions concerning future events which may prove to
be inaccurate and are subject to numerous risks and uncertainties,
certain of which are beyond Kalytera's control. The forward-looking
information contained in this press release are expressly qualified
by this cautionary statement and are made as of the date hereof.
Kalytera disclaims any intention and has no obligation or
responsibility, except as required by law, to update or revise any
forward-looking information, whether as a result of new
information, future events or otherwise.
Contact InformationRobert Farrell President,
CEO (888) 861-2008 info@kalytera.co
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