Trillium Announces Proposed Public Offering of Common Shares
September 09 2020 - 4:01PM
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 commenced a public offering of
up to 8,500,000 common shares (the “
Common
Shares”) of the Company (the “
Offering”).
In addition, Trillium intends to grant the underwriters a 30-day
option to purchase up to an additional number of Common Shares
equal to 15% of the Common Shares offered in the Offering.
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.
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, or
the actual size or terms of the Offering. 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 relating to the
Offering will be filed with the SEC.
Before you invest, you should read the
prospectus supplement and the other documents the Company has filed
for more complete information about the Company and the Offering.
Copies of the 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
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 to Trillium’s plans to
consummate the Offering and the intended use of net proceeds
therefrom and the planned reliance on the exemption set forth in
Section 602.1 of the TSX Company Manual. There can be no assurance
that Trillium will be able to complete the Offering on the
anticipated terms, or at all. 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 whether or
not the Company will be able to raise capital through the sale of
shares, the final terms of the Offering, market and other
conditions, 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 Beyer Sam
Brown Inc.312-961-2502mikebeyer@sambrown.com
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