LAVAL,
QC, June 23, 2022 /PRNewswire/ - Neptune
Wellness Solutions Inc. ("Neptune" or the "Company") (NASDAQ: NEPT)
(TSX: NEPT), a diversified and fully integrated health and wellness
company focused on plant-based, sustainable and purpose-driven
lifestyle brands, today announced that it has closed on the
previously announced registered direct offering with several
institutional investors for the purchase and sale of an aggregate
of 1,945,526 common shares (or common share equivalents) of the
Company, and accompanying two series of warrants to purchase up to
an aggregate of 3,891,052 common shares per series of warrants, at
an offering price of $2.57 per share
and accompanying warrants. Each series of warrants have an exercise
price of $2.32 per share and are
immediately exercisable upon issuance. One series of warrants will
expire two years following the date of issuance and one series of
warrants will expire five years following the date of
issuance.
H.C. Wainwright & Co. acted as the exclusive placement agent
for the offering.
The gross proceeds from the offering were $5 million, prior to deducting placement agent's
fees and other offering expenses payable by Neptune and assuming
none of the warrants issued in the offering are exercised for cash.
Neptune intends to use the net proceeds from the offering for
working capital and other general corporate purposes.
A registration statement on Form F-3 (File No. 333-262411)
relating to these securities has been filed with the Securities and
Exchange Commission, or the SEC, and was declared effective by the
SEC on February 9, 2022. The offering
of the securities was made only by means of a prospectus supplement
filed with the SEC that forms a part of the registration statement.
The offering was made in the United
States only and no securities were offered in any
jurisdiction of Canada or to, or
for the benefit of, residents in any jurisdiction of Canada. Electronic copies of the final
prospectus supplement and accompanying prospectus may be obtained
by visiting the SEC's website at www.sec.gov or by contacting H.C.
Wainwright & Co., LLC, 430 Park Avenue, 3rd Floor, New York, New York 10022, by email at
placements@hcwco.com or by telephone at (212) 856-5711.
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy these securities, nor shall there
be any sale of these securities in any state or other jurisdiction
in which such offer, solicitation or sale would be unlawful prior
to the registration or qualification under the securities laws of
any such state or other jurisdiction.
For the purposes of TSX approval, the Company relied on the
exemption set forth in Section 602.1 of the TSX Company Manual
available to "Eligible Interlisted Issuers", since the common
shares are also listed on the Nasdaq and had less than 25% of the
overall trading volume of its listed securities occurring on all
Canadian marketplaces in the twelve months immediately preceding
the date on which the application was made to the TSX to approve
the offering.
About Neptune Wellness Solutions
Inc.
Headquartered in Laval, Quebec,
Neptune is a diversified health and wellness company with a mission
to redefine health and wellness.
Forward-Looking
Statements
Statements in this press release that are not statements of
historical or current fact constitute "forward-looking statements"
within the meaning of the U.S. securities laws and Canadian
securities laws. Such forward-looking statements involve known and
unknown risks, uncertainties, and other unknown factors that could
cause the actual results of Neptune to be materially different from
historical results or from any future results expressed or implied
by such forward-looking statements. In addition to statements which
explicitly describe such risks and uncertainties, readers are urged
to consider statements labeled with the terms "believes", "belief",
"expects", "intends", "projects", "anticipates", "will", "should"
or "plans" to be uncertain and forward-looking. Readers are
cautioned not to place undue reliance on these forward-looking
statements, which speak only as of the date of this press release.
The forward-looking statements contained in this press release are
expressly qualified in their entirety by this cautionary statement
and the "Cautionary Note Regarding Forward-Looking Information"
section contained in Neptune's latest Annual Information Form (the
"AIF"), which also forms part of Neptune's latest annual report on
Form 40-F, and which is available on SEDAR at www.sedar.com, on
EDGAR at www.sec.gov/edgar.shtml. All forward-looking statements in
this press release are made as of the date of this press release.
Neptune does not undertake to update any such forward-looking
statements whether as a result of new information, future events or
otherwise, except as required by law. The forward-looking
statements contained herein include, without limitation, statements
about the expected closing of the offering; anticipated use of
proceeds of the offering; the Company's ability to obtain the
requisite approvals and confirmations noted herein; and other risks
and uncertainties that are described from time to time in Neptune's
public securities filings with the Securities and Exchange
Commission and the Canadian securities commissions. Additional
information about these assumptions and risks and uncertainties is
contained in the AIF under "Risk Factors".
Neither Nasdaq nor the TSX accepts responsibility for the
adequacy or accuracy of this release.
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SOURCE Neptune Wellness Solutions Inc.