Profound Medical Corp. (TSX: PRN; NASDAQ: PROF)
(“
Profound” or the “
Company”)
announces that it has established an at-the-market equity program
(the “
ATM Program”) that allows the Company,
through certain securities dealers acting as agents (together, the
“
Agents“), to issue and sell from time to time up
to US$30,000,000 of common shares in the capital of the Company
(the “
Common Shares”).
Any Common Shares sold under the ATM Program
will be made through “at-the-market distributions” as defined in
the Canadian Securities Administrators’ National Instrument 44-102
- Shelf Distributions, including sales made through the Toronto
Stock Exchange (the “TSX”) or the Nasdaq Stock
Market LLC (the “Nasdaq”) or on any other trading
market for the Common Shares. The TSX has conditionally approved
the listing of the Common Shares that may be issued under the ATM
Program and listing will be subject to the Company fulfilling all
of the listing requirements of the TSX. Distributions of the Common
Shares under the ATM Program will be made pursuant to the terms of
an equity distribution agreement dated September 6, 2023 (the
“Distribution Agreement”) between the Company and
the Agents.
The Sales of Common Shares, if any, will be made
at the market prices prevailing at the time of each sale and, as a
result, prices may vary as between purchasers and during the period
of the ATM Program. The volume and timing of distributions under
the ATM Program will be determined at the Company’s discretion. The
ATM Program will be effective until the earlier of the issuance and
sale of all of the Common Shares issuable pursuant to the ATM
Program and April 23, 2024, unless terminated prior to such date in
accordance with the terms of the Distribution Agreement.
The offering of the Common Shares under the ATM
Program will be made pursuant to a prospectus supplement dated
September 6, 2023 (the “Prospectus Supplement”) to
the Company’s short form base shelf prospectus dated March 23, 2022
(the “Base Shelf Prospectus”), which were each
filed with the applicable securities regulatory authorities in each
of the provinces and territories of Canada, and in the United
States pursuant to a prospectus supplement dated September 6, 2023
(the “U.S. Prospectus
Supplement”) to the Company’s U.S. base shelf prospectus
(the ”U.S. Base Shelf Prospectus“) included in its
registration statement on Form F-10, as amended (File No.
333-263248) (the “Registration Statement”), filed
with the U.S. Securities and Exchange Commission under the U.S.
Securities Act of 1933, as amended.
The timing and extent of the use of the ATM
Program will be at the discretion of the Company. Accordingly,
total gross proceeds from equity offerings under the ATM Program
could be significantly less than US$30,000,000.
The Company intends to use the net proceeds of
the Offering, if any: (i) to fund the continued commercialization
of the TULSA-PRO® system in the United States, (ii) to fund the
continued development and commercialization of the TULSA-PRO®
system and the Sonalleve® system globally, and (iii) for working
capital and general corporate purposes.
Copies of the Distribution Agreement, the
Prospectus Supplement and the Base Shelf Prospectus are available
on SEDAR+ at www.sedarplus.ca and the Distribution Agreement, the
U.S. Prospectus Supplement, the U.S. Base Prospectus and the
Registration Statement are available on EDGAR at www.sec.gov.
Copies of the Distribution Agreement, the
Prospectus Supplement, the Base Shelf Prospectus, the U.S.
Prospectus Supplement, the U.S. Base Shelf Prospectus and the
Registration Statement may also be obtained directly from the
Company at 2400 Skymark Avenue, Unit 6, Mississauga, Ontario, L4W
5K5, Telephone: (647) 476-1350.
No securities regulatory authority has either
approved or disapproved of the contents of this press release. This
press release is for information purposes only and shall not
constitute an offer to sell or the solicitation of an offer to buy,
nor shall there be any sale of these securities in any jurisdiction
in which such offer, solicitation or sale would be unlawful prior
to registration or qualification under the securities laws of any
such jurisdiction.
About Profound Medical
Corp.
Profound is a commercial-stage medical device
company that develops and markets customizable, incision-free
therapies for the ablation of diseased tissue.
Profound is commercializing TULSA-PRO®, a
technology that combines real-time MRI, robotically-driven
transurethral ultrasound and closed-loop temperature feedback
control. TULSA-PRO® is designed to provide customizable and
predictable radiation-free ablation of a surgeon-defined prostate
volume while actively protecting the urethra and rectum to help
preserve the patient’s natural functional abilities. TULSA-PRO® has
the potential to be a flexible technology in customizable prostate
ablation, including intermediate stage cancer, localized
radio-recurrent cancer, retention and hematuria palliation in
locally advanced prostate cancer, and the transition zone in large
volume benign prostatic hyperplasia (BPH). TULSA-PRO® is CE marked,
Health Canada approved, and 510(k) cleared by the U.S. Food and
Drug Administration (“FDA”).
Profound is also commercializing Sonalleve®, an
innovative therapeutic platform that is CE marked for the treatment
of uterine fibroids and palliative pain treatment of bone
metastases. Sonalleve® has also been approved by the China National
Medical Products Administration for the non-invasive treatment of
uterine fibroids and has FDA approval under a Humanitarian Device
Exemption for the treatment of osteoid osteoma. The Company is in
the early stages of exploring additional potential treatment
markets for Sonalleve® where the technology has been shown to have
clinical application, such as non-invasive ablation of abdominal
cancers and hyperthermia for cancer therapy.
Forward-Looking Statements
This release includes forward-looking statements
regarding Profound and its business which may include, but are not
limited to, statements with respect to the ATM Program, including
the use of proceeds thereof, the expected ATM Program
jurisdictions, and the expectations regarding the efficacy of
Profound’s technology in the treatment of prostate cancer, uterine
fibroids and palliative pain treatment. Often, but not always,
forward-looking statements can be identified by the use of words
such as "plans", "is expected", "expects", "scheduled", "intends",
"contemplates", "anticipates", "believes", "proposes" or variations
(including negative variations) of such words and phrases, or state
that certain actions, events or results "may", "could", "would",
"might" or "will" be taken, occur or be achieved. Such statements
are based on the current expectations of the management of
Profound. The forward-looking events and circumstances discussed in
this release, may not occur by certain specified dates or at all
and could differ materially as a result of known and unknown risk
factors and uncertainties affecting the Company, including risks
regarding the ATM Program (including that the Company may be
unsuccessful in selling Common Shares under the ATM Program or that
the Company’s use of proceeds of the ATM Program may differ from
those indicated), the pharmaceutical industry, economic factors,
the equity markets generally and risks associated with growth and
competition, and the other risks described in the Prospectus
Supplement, the Base Shelf Prospectus, the U.S. Prospectus
Supplement, the U.S. Base Shelf Prospectus and the Registration
Statement, and the documents incorporated by reference therein.
Although Profound has attempted to identify important factors that
could cause actual actions, events or results to differ materially
from those described in forward-looking statements, there may be
other factors that cause actions, events or results to differ from
those anticipated, estimated or intended. No forward-looking
statement can be guaranteed. All forward-looking information in
this news release is as of the date of this news release. Except as
required by applicable securities laws, forward-looking statements
speak only as of the date on which they are made and Profound
undertakes no obligation to publicly update or revise any
forward-looking statement, whether as a result of new information,
future events, or otherwise, other than as required by law.
For further information, please contact:
Stephen KilmerInvestor Relationsskilmer@profoundmedical.comT:
647.872.4849
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