Pediapharm Announces Name Change, Consolidation and Debenture Repayment
December 13 2018 - 3:44PM
NOT FOR DISTRIBUTION TO UNITED STATES
NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES.
FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION
OF UNITED STATES SECURITIES LAW.
Medexus Pharmaceuticals Inc. (formerly Pediapharm Inc.) (the
"
Company") (TSXV: PDP, OTCQB: PDDPF) is pleased to
announce that at the annual general and special meeting of
shareholders held on December 12, 2018 (the
"
Meeting"), the Company's shareholders approved
the change of the Company's name to Medexus Pharmaceuticals Inc.
(the "
Name Change") and the consolidation of its
outstanding common shares ("
Common Shares") on the
basis of one (1) post-consolidation share for every fifteen (15)
pre-consolidations shares (the
"
Consolidation"). The Company expects its
Common Shares will commence trading on a post-Consolidation and
post-Name Change basis on the TSX Venture Exchange
("
TSXV") under the symbol TSXV: MDP effective in
the next 3-5 business days.
SHAREHOLDER MEETING RESULTS
At the Meeting, in addition to approving the
Name Change and Consolidation, shareholders of the Company elected
each nominated director, appointed PricewaterhouseCoopers LLP,
Chartered Accountants as the auditors of the Company, ratified the
adoption of the Company's 2018 omnibus equity incentive
compensation plan (the "Plan"), and, with certain
interested shareholders abstaining, approved the increase of the
number of equity grants available to insiders of the Company to up
to 20% of the total issued and outstanding Common Shares as at
December 12, 2018, as well as certain individual grants proposed by
the Corporation that exceed 1% of the awards available under the
Plan, all in accordance with the policies of the TSXV.
The number outstanding and exercise price of all
the Company's currently outstanding convertible securities,
including warrants, compensation warrants, convertible debentures
and stock options will also be adjusted to give effect to the
Consolidation.
REPAYMENT OF 2015
DEBENTURES
The Company is also pleased to announce that on
December 12, 2018, it repaid its outstanding convertible secured
debentures issued in 2015 (the "Debentures"), for
a total aggregate payment of $5,743,833, representing the principal
amount of the Debentures and accrued interest thereon, plus the
required 2% early repayment fee.
About the Company
Medexus Pharmaceuticals Inc. is a leading
specialty pharmaceutical company with a strong North American
commercial platform. The Company’s vision is to provide the best
healthcare products to Healthcare Professionals and patients,
through our core values of Quality, Customer Service, Innovation
and Teamwork. Medexus Pharmaceuticals is focused on the
therapeutic areas of auto-immune disease and pediatrics. The
leading products are Rasuvo and Metoject, a unique formulation of
methotrexate (auto-pen and pre-filled syringe) to treat rheumatoid
arthritis and other auto-immune diseases; and Rupall, an innovative
allergy medication with a unique mode of action.
For more information, please
contact:
Roland Boivin, Chief Financial OfficerMedexus
Pharmaceuticals Inc.Tel.: 514-762-2626 ext. 202E-mail:
roland.boivin@pedia-pharm.com
Frank CandidoDirect Financial Strategies and
Communication Inc.Tel. 514-969-5530E-mail: directmtl@gmail.com
Neither the TSX Venture Exchange nor its
Regulation Services Provider (as that term is defined in the
policies of the TSX Venture Exchange) accepts responsibility for
the adequacy or accuracy of this release.
READER ADVISORIES
Forward Looking Statements
This press release contains “forward-looking
information” within the meaning of applicable securities
legislation. Forward-looking information includes, but is not
limited to, statements with respect to the Company’s expected
timing for the commencement of trading of the Company's Common
Shares under the symbol TSXV: MDP on a post-Consolidation and
post-Name Change basis. All statements, other than of historical
fact, that address activities, events or developments that the
Company believes, expects or anticipates will or may occur in the
future are forward-looking statements. Forward-looking statements
are generally identifiable by use of the words “may”, “will”,
“should”, “continue”, “expect”, “anticipate”, “estimate”,
“believe”, “intend”, “plan” or “project” or the negative of these
words or other variations on these words or comparable terminology.
Forward-looking statements are subject to a number of risks and
uncertainties, many of which are beyond the Company's ability to
control or predict, that may cause the actual results of the
Company to differ materially from those discussed in the
forward-looking statements. Factors that could cause actual results
or events to differ materially from current expectations include,
among other things, without limitation, the risk that the
operations of the Company, medac Pharma, Inc. and Medexus Inc. will
not be integrated successfully; regulation and anticipated and
unanticipated costs and delays in implementing the Consolidation or
the Name Change, or the Company's business plans, and other risks
disclosed in the Company's public disclosure record on file with
the relevant securities regulatory authorities. Although Company
believes that the expectations and assumptions on which such
forward-looking information is based are reasonable, undue reliance
should not be placed on the forward-looking information because
Company can give no assurance that they will prove to be correct.
Since forward-looking information addresses future events and
conditions, by its very nature they involve inherent risks and
uncertainties. The Company’s actual results, performance or
achievement could differ materially from those expressed in, or
implied by, the forward-looking information and, accordingly, no
assurance can be given that any of the events anticipated by the
forward-looking information will transpire or occur, or if any of
them do so, what benefits that Company will derive therefrom.
Management has included the above summary of assumptions and risks
related to forward-looking information provided in this press
release in order to provide securityholders with a more complete
perspective on the Company's future operations and such information
may not be appropriate for other purposes. Readers should not place
undue reliance on forward-looking statements. Readers are cautioned
that the foregoing lists of factors are not exhaustive. Additional
information on these and other factors that could affect the
Company's operations or financial results are included in reports
on file with applicable securities regulatory authorities and may
be accessed through the SEDAR website (www.sedar.com). The
forward-looking statements included in this news release are made
as of the date of this news release and the Company does not
undertake an obligation to publicly update such forward-looking
statements to reflect new information, subsequent events or
otherwise unless required by applicable securities legislation.
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