As previously announced, each debenture consists of $1,000 aggregate principal amount of secured, non-transferable, convertible, redeemable debentures (the "Debentures"), maturing on December 31, 2019 (the "Maturity Date") and bear interest at a rate of 12% per annum. The principal amount of the Debentures is convertible into common shares of the Company ("Common Shares") at the option of the holder at a price of $0.055 per Common Share. At the election of the debenture holder, any accrued and unpaid interest may be converted into Common Shares at a conversion price equal to the Market Price (as such term is defined in the Polices of the TSX Venture Exchange ("TSXV")) at the time of such conversion. The Debentures are secured obligations of the Company, secured by a charge over all of the assets of the Company and shall rank pari passu in right of payment of principal and interest with all other Debentures issued under the Offering, any debentures issued pursuant to the previously announced non-brokered private placement offering of secured convertible debentures of up to $6,000,000 (the "Other Debenture Offering") and any other offering of secured convertible debentures. The Debentures may be redeemed by the Company, in whole or in part, plus any accrued and unpaid interest, at any time prior to the Maturity Date. One director of the Company, David Wood, participated in this private placement, purchasing $25,000 principal amount of Debentures, thereby making his subscription a "related party transaction" as defined under Multilateral Instrument 61-101 ("MI 61-101"). This purchaser is exempt from the need to obtain minority shareholder and a formal valuation as required by MI 61-101 as the Company is listed on the TSXV and the fair market value of the Debentures to insiders or the consideration paid by insiders of the Company did not exceed 25% of the Company's market capitalization. The Company has an additional subscription for the balance of the Offering to close on subsequently.
The net proceeds of the Offering will be used to continue to fund the Company's phase II clinical trial for critical limb ischemia ("CLI") and for general working capital.
All of the Debentures issued, and any securities into which they may be exchanged or converted, are subject to resale restrictions imposed by applicable law or regulation, a statutory hold period expiring four months and a day from the closing date of the Offering. The Company did not pay any finders fees in connection with the Offering. The Offering is subject to final approval from the TSXV.
None of the securities issued in connection with the Offering will be registered under the United States Securities Act of 1933, as amended (the "1933 Act"), and none of them may be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the 1933 Act. This press release shall not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of the securities in any state where such offer, solicitation, or sale would be unlawful.
ABOUT HEMOSTEMIX INC.
Hemostemix is a publicly traded clinical-stage biotechnology company that develops and commercializes innovative blood-derived cell therapies for medical conditions not adequately addressed by current treatments. It is one of the first clinical-stage biotech companies to test a stem-cell therapy in an international, multicenter, Phase II clinical trial for patients with critical limb ischemia ("CLI"), a severe form of peripheral artery disease ("PAD") caused by reduced blood flow to the legs. The Phase II trial targets a participant's diseased tissue with proprietary cells grown from his or her blood that can support the formation of new blood vessels. The Company's intellectual property portfolio includes over 50 patents issued or pending throughout the world. Hemostemix has a manufacturing contract with Aspire Health Science, LLC ("Aspire"), for the production of ACP-01 and for research and development purposes at Aspire's Orlando, Florida, facility. Building towards commercialization, Hemostemix has also licensed the use, sale and import of ACP-01 for certain indications to Aspire in certain jurisdictions. The Company is continuing research and development of its lead product, ACP-01 with other applications, including cardiovascular, neurological and vascular indications.
Neither the TSX Venture Exchange nor its Regulation Service Provider (as that term is defined under the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
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