Rapid Dose Therapeutics Announces First Closing of Private Placement
October 09 2019 - 5:00PM
Rapid Dose Therapeutics Corp.
(“
RDT” or the “
Corporation”)
(CSE: DOSE) is pleased to announce that today it has completed the
first closing of a private placement of common shares in the
capital of the Corporation (“
Common Shares”) at a
price of $0.70 per Common Share for gross proceeds of $756,076 (the
“
Private Placement”). A total of 1,080,108 Common
Shares were issued to investors, including a director and senior
officer of RDT, in connection with the first closing of the Private
Placement.
Due to further investor interest, additional
closings of the Private Placement may be held until October
25th.
Certain of the Common Shares issued under the
Private Placement will be subject to a four-month hold period. The
proceeds received from the Private Placement will be used by the
Corporation to strengthen its working capital position and for
general corporate purposes.
In connection with this initial closing, $35,369
in cash fees and 17,684 warrants will be paid to Profinnotiv AG.
Each warrant will entitle the holder to purchase one Common Share
at an exercise price of $1.00 per Common Share for a period of two
years.
Given that a director and senior officer of the
Corporation participated in the Private Placement, that portion of
the Private Placement constituted a "related party transaction"
within the meaning of Multilateral Instrument 61-101 – Protection
of Minority Security Holders in Special Transactions (“MI
61-101”). In its consideration and approval of the Private
Placement, the board of directors of the Corporation determined
that the Private Placement was exempt from the formal valuation and
minority approval requirements of MI 61-101 on the basis that the
fair market value of the Common Shares issued to related parties
did not exceed 25% of the market capitalization of the Corporation,
in accordance with Sections 5.5 and 5.7 of MI 61-101. The
Corporation did not file a material change report at least 21 days
prior to the anticipated date of completion of the Private
Placement due to the Corporation’s determination that it was in the
best interests of the Corporation to avail itself of the proceeds
and complete the Private Placement in an expeditious manner.
This news release does not constitute an offer
to sell or a solicitation of an offer to buy any Common Shares nor
shall there be any sales of the Common Shares in any jurisdiction
in which such offer, solicitation or sale would be unlawful prior
to registration or qualification under the securities laws of such
jurisdiction. The Common Shares 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 state securities
laws and may not be offered or sold within the United States
unless registered under the U.S. Securities Act and
applicable state securities laws or an exemption from such
registration is available.
About the Corporation Rapid
Dose Therapeutics Corp. is a publicly-traded Canadian life sciences
company that provides innovative, proprietary drug delivery
technologies designed to improve outcomes and quality of lives. RDT
offers Quick, Convenient, Precise and Discreet™ choices to
consumers. RDT is focused and committed to clinical research and
product development for the healthcare manufacturing industry,
including the nutraceutical and pharmaceutical industries, among
others. RDT’s service-based annuity contracts drive recurring
revenue which enables rapid expansion into emerging markets —
generating value for consumers and shareholders. Rapid Dose
Therapeutics is committed to continually create innovative
solutions aimed at multiple consumer segments and future market
needs — including humans, animals and plants.
For more information, visit: www.rapid-dose.com
or the Corporation’s profile at www.sedar.com. The Corporation
expressly does not incorporate the contents of its website or its
public disclosure documents into this press release. The Canadian
Securities Exchange has not reviewed and does not accept
responsibility for the adequacy or accuracy of the content of this
news release.
For inquiries please contact: Ian Fodie,
CFO
Rapid Dose
Therapeutics Corp.
ifodie@rapid-dose.com
Office (416) 477-1052
Ali Mahdavi, Managing Director Spinnaker
Capital Markets Inc. am@spinnakercmi.com Office (416) 962-3300
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CAUTIONARY NOTE REGARDING
FORWARD-LOOKING STATEMENTS: Certain information in this
news release may contain forward-looking information within the
meaning of applicable securities laws. Any statements that are
contained in this news release that are not statements of
historical fact may be deemed to be forward-looking statements.
Forward looking statements are often identified by terms such as
“may”, “should”, “anticipate”, “expect”, “potential”, “believe”,
“intend” or the negative of these terms and similar expressions.
Statements containing forward-looking information, include, without
limitation, the use of proceeds from the Private Placement as at
the date of this news release, whether the Corporation will realize
recurring revenue from its “annuity contracts”, whether the
Corporation’s research and development or marketing efforts will be
successful, if at all, and the plans, estimates, forecasts,
projections, expectations or beliefs of RDT as to future events or
results. Such forward-looking statements are believed to be
reasonable based on information currently available to the
Corporation. Forward-looking statements necessarily involve known
and unknown risks, including, without limitation, risks associated
with general economic conditions; adverse industry events;
marketing costs; loss of markets; future legislative and regulatory
developments involving cannabis; inability to access sufficient
capital from internal and external sources, and/or inability to
access sufficient capital on favourable terms; the cannabis
industry in Canada generally, income tax and regulatory matters;
the ability to implement its business strategies; competition;
currency and interest rate fluctuations and other risks.
Readers are cautioned that the foregoing list is not exhaustive.
There can be no assurance that statements of forward-looking
information, although considered reasonable by management at the
time of preparation, will prove to be accurate as there can be no
assurance that the plans, intentions or expectations upon which
they are based will occur. Actual results and future events could
differ materially from those anticipated in such statements.
Readers should not place undue reliance on forward-looking
information. Forward-looking statements contained in this news
release are expressly qualified by this cautionary statement.
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