Trillium Announces Pricing of US$130 Million Public Offering of Common Shares
September 10 2020 - 8:00PM
Trillium Therapeutics Inc. (“Trillium” or the “Company”)
(NASDAQ/TSX: TRIL), a clinical stage immuno-oncology
company developing innovative therapies for the treatment of
cancer, today announced that it has priced its previously announced
underwritten public offering of 10,000,000 common shares (the
“
Common Shares”) of the Company (the
“
Offering”). The Common Shares are being sold at a
public offering price of US$13.00 per Common Share.
In connection with the Offering, Trillium has
granted the underwriters a 30-day option to purchase up to an
additional 1,500,000 Common Shares.
The gross proceeds to the Company from the
Offering are expected to be approximately US$130 million, before
deducting underwriting discounts and commissions and other
estimated offering expenses. The Offering is expected to close on
or around September 16, 2020, subject to the satisfaction of
customary closing conditions.
The Company intends to use the net proceeds of
the Offering for its ongoing and planned clinical trials for its
CD47 program, including drug supply and for working capital and
general corporate purposes.
Cowen and Evercore ISI are acting as joint
book-running managers for the Offering. JMP Securities is acting as
the lead manager and Ladenburg Thalmann and JonesTrading are
acting as co-managers for the Offering.
No Common Shares will be offered or sold in
Canada as part of this Offering. The Offering is subject to market
conditions, as well as a number of closing conditions, including
Nasdaq Capital Market (“Nasdaq”) and Toronto Stock
Exchange (“TSX”) approvals, and there can be no
assurance as to whether or when the Offering may be completed. For
the purposes of TSX approval, the Company intends to rely on the
exemption set forth in Section 602.1 of the TSX Company Manual,
which provides that the TSX will not apply its standards to certain
transactions involving eligible inter-listed issuers on a
recognized exchange, such as Nasdaq.
The Offering is being made to purchasers outside
of Canada pursuant to a U.S. registration statement on Form F-3
(File No. 333-237810), declared effective by the United States
Securities and Exchange Commission (the “SEC”) on
May 4, 2020. A preliminary prospectus supplement dated September 9,
2020 has been filed with SEC relating to the Offering and a final
prospectus supplement relating to the Offering will be filed with
the SEC.
Before you invest, you should read the final
prospectus supplement and the other documents the Company has filed
for more complete information about the Company and the Offering.
Copies of the final prospectus supplement will be available for
free by visiting the SEC’s website at www.sec.gov or the Company’s
profiles on the SEDAR website maintained by the Canadian Securities
Administrators at www.sedar.com. Alternatively, copies of the final
prospectus supplement will be available upon request by contacting
Cowen and Company, LLC c/o Broadridge Financial
Solutions, 1155 Long Island Avenue, Edgewood,
NY 11717, Attn: Prospectus Department, by email
at PostSaleManualRequests@broadridge.com or by telephone at
(833) 297-2926 or by contacting Evercore Group L.L.C., Attention:
Equity Capital Markets, 55 East 52nd Street, 36th Floor, New York,
New York 10055, or by telephone at (888) 474-0200, or by email at
ecm.prospectus@evercore.com.
This press release does not constitute an offer
to sell or the solicitation of an offer to buy securities, nor will
there be any sale of the securities in any jurisdiction in which
such offer, solicitation or sale would be unlawful prior to the
registration or qualification under the securities laws of any such
jurisdiction.
About Trillium
Therapeutics:
Trillium is an immuno-oncology company
developing innovative therapies for the treatment of cancer. The
Company’s two clinical programs, TTI-621 and TTI-622, target CD47,
a “don’t eat me” signal that cancer cells frequently use to evade
the immune system.
For more information visit:
www.trilliumtherapeutics.com.
Caution Regarding Forward-Looking
Information:
This press release contains forward-looking
statements within the meaning of applicable United States
securities laws and forward looking information within the meaning
of Canadian securities laws (collectively, “forward-looking
statements”). Forward-looking statements in this press
release include statements relating and the intended use of net
proceeds from the Offering and the planned reliance on the
exemption set forth in Section 602.1 of the TSX Company Manual. You
should not place undue reliance on these forward-looking
statements. Actual results may differ materially from those
projected or implied in these forward-looking statements. Factors
that may cause such a difference include, without limitation, risks
and uncertainties related to the satisfaction of customary closing
conditions related to the Offering, the impact of general economic,
industry or political conditions in the United States, Canada or
elsewhere internationally, the discretion of our management with
respect to the use of the net proceeds, and the risks and
uncertainties facing Trillium set forth in the prospectus
supplement and Trillium’s Annual Information Form for the year
ended December 31, 2019 filed with Canadian securities authorities
and on Form 40-F with the SEC, each as updated by Trillium’s
continuous disclosure filings, which are available at www.sedar.com
and at www.sec.gov. All forward-looking statements herein are
qualified in their entirety by this cautionary statement, and
Trillium disclaims any obligation to revise or update any such
forward-looking statements 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, except as
required by law.
Company Contact:James
ParsonsChief Financial OfficerTrillium Therapeutics Inc.
416-595-0627 x232james@trilliumtherapeutics.com
www.trilliumtherapeutics.com
Media Contact:Mike BeyerSam
Brown Inc.312-961-2502mikebeyer@sambrown.com
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