LAVAL,
QC, Oct. 6, 2022 /CNW Telbec/ - Neptune
Wellness Solutions Inc. ("Neptune" or the "Company") (NASDAQ:
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 entered into
definitive agreements with institutional investors for the purchase
and sale of 3,208,557 common shares of the Company (the "Common
Shares") pursuant to a registered direct offering priced
at-the-market under Nasdaq rules (the "Offering"), and warrants to
purchase up to 6,417,114 Common Shares (the "Warrants") in a
concurrent private placement (the "Private Placement"). The
combined purchase price for one Common Share and one Warrant will
be $1.87. The Warrants will have an
exercise price of $1.62 per Common
Share, will be exercisable immediately following the date of
issuance and will expire five years from the date of issuance.
The aggregate gross proceeds from the Offering and the
concurrent Private Placement will be approximately $6.0 million, before deducting fees and other
estimated expenses. The Company expects to use the net proceeds
from the Offering and the concurrent Private Placement for working
capital and other general corporate purposes. The Offering and
concurrent Private Placement are expected to close on or about
October 11, 2022, subject to the
satisfaction of customary closing conditions and the receipt of
regulatory approvals.
A.G.P./Alliance Global Partners is acting as sole placement
agent for the Offering and concurrent Private Placement.
The Common Shares are being offered pursuant to Neptune's shelf
registration statement on Form S-3 (File No. 333-267070), which was
declared effective by the U.S. Securities and Exchange Commission
(the "SEC") on September 23, 2022.
The offering of the Common Shares will be made only by means of a
prospectus supplement filed with the SEC that forms a part of the
registration statement. Copies of the prospectus supplement
relating to the Offering, together with the accompanying
prospectus, can be obtained from A.G.P./Alliance Global Partners,
590 Madison Avenue, 28th Floor, New York, NY 10022 or via telephone at
212-624-2060 or email: prospectus@allianceg.com and will be
available under the Company's profile on EDGAR at www.sec.gov.
The Warrants and the Common Shares underlying the Warrants sold
in the Private Placement are being issued in a private placement
under Section 4(a)(2) of the Securities Act of 1933, as amended
(the "Act"), and Rule 506(b) of Regulation D promulgated thereunder
and have not been registered under the Act, or applicable state
securities laws. Accordingly, the Warrants and the Common Shares
underlying the Warrants issued in the Private Placement may not be
offered or sold in the United
States except pursuant to an effective registration
statement or an applicable exemption from the registration
requirements of the Act and such applicable state securities
laws.
This communication 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 Neptune Wellness Solutions
Inc.
Headquartered in Laval, Quebec,
Neptune is a diversified health and wellness company with a mission
to redefine health and wellness. Neptune is focused on building a
portfolio of high quality, affordable consumer products in response
to long-term secular trends and market demand for natural,
plant-based, sustainable and purpose-driven lifestyle brands.
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. 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 "Disclosure Regarding Forward-Looking Statements" section
contained in Neptune's latest annual report on Form 10-K, and which
is available 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
and the Private Placement; anticipated use of proceeds of the
Offering and the Private Placement; 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 SEC. Additional
information about these assumptions and risks and uncertainties is
contained in the Company latest annual report on Form 10-K under
"Risk Factors".
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SOURCE Neptune Wellness Solutions Inc.