TORONTO--(BUSINESS WIRE)--Antibe Therapeutics Inc. (“Antibe” or the “Company”) (TSXV: ATE) (OTCQX: ATBPF) a diversified biotechnology company announced today the first closing of its previously announced marketed public offering of units (the “Units”) for gross proceeds of approximately $4,050,000 (the “Offering”).
The Company issued 40,498,999 Units at a price of $0.10 per Unit. Each Unit is comprised of one common share of the Company (a “Common Share”) and one-half of one Common Share purchase warrant (each whole warrant, a “Warrant”). Each Warrant entitles the holder thereof to purchase one Common Share at an exercise price of $0.15 until June 21, 2020.
Bloom Burton Securities Inc., Dominick Inc., and Echelon Wealth Partners Inc. acted as co-agents for the Offering (together, the “Agents”). In consideration for their services, the Agents received a fee consisting of a cash commission in the amount of approximately $283,500, representing 7% of the gross proceeds of the Offering, and non-transferable broker warrants to purchase up to 2,834,930 Units, being the number of Units that is equal to 7% of the aggregate number of Units sold at the closing. Each broker warrant entitles the holder thereof to acquire one Unit at an exercise price of $0.10 until June 21, 2019.
There may be additional closings under the Offering. Pursuant to the Agency Agreement, the Company has granted the Agents an over-allotment option (the “Over-Allotment Option”), exercisable in whole or in part, at the Agents’ sole discretion, at any time or times during the 30-day period immediately following the final closing date of the Offering, to offer and sell on the same terms as the Offering up to such number of additional Units as is equal to 15% of the number of Units issued under the Offering.
The Company intends to use the net proceeds to: (i) complete its Phase 2 GI safety study for the Company’s lead drug, ATB-346 and (ii) commence metabolic studies for ATB-346. If the maximum offering size is completed, the Company intends to use the net proceeds to: (i) complete its Phase 2 GI safety study for ATB-346; (ii) commence its Phase 2 dose-ranging efficacy clinical study for ATB-346; (iii) fully fund the metabolism studies of ATB-346; and (iv) partially fund IND-enabling pre-clinical studies for its second pipeline drug, ATB-352. In addition to clinical development, the Company intends to use a portion of the net proceeds of the Offering for Citagenix Inc. (“Citagenix”) product and business development, working capital and general corporate purposes. For additional detail regarding the use of proceeds, please refer to the Final Prospectus.
As part of the Offering, one officer of the Company purchased 66,000 Units, such investment being a “related party transaction” for purposes of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company has relied on the exemptions contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 from the valuation and minority shareholder approval requirements in MI 61-101 in respect of the officer’s participation in the Offering, since neither the fair market value of the subject matter of, nor the fair market value of the consideration for, the officer’s investment exceeds 25% of the Company’s market capitalization.
The Offering is subject to a number of conditions, including, without limitation, receipt of all regulatory approvals, including the final approval of the TSX Venture Exchange. There can be no assurance as to whether there will be additional closings under the Offering, or as to the ultimate size of the Offering.
This Offering is only made by prospectus. A copy of the Final Prospectus, which was filed in each of the provinces of Ontario, British Columbia and Alberta, contains important detailed information relating to the Offering and the Units, and is available on SEDAR at www.sedar.com or by contacting Bloom Burton Securities Inc. at email@example.com. Investors should read the Final Prospectus before making an investment decision.
This press release does not constitute an offer to sell or a solicitation of an offer to buy the Units in any jurisdiction, nor will there be any offer or sale of the Units in any jurisdiction in which such offer, solicitation or sale would be unlawful. The Units have not and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or any U.S. state securities laws, and therefore will not be offered or sold within the United States except pursuant to exemptions from the registration requirements of the U.S. Securities Act and applicable state securities laws.
About Antibe Therapeutics Inc.
Antibe develops safer medicines for pain and inflammation. Antibe’s technology involves linking a hydrogen sulfide-releasing molecule to an existing drug to produce a patented, improved medicine. Antibe’s lead drug ATB-346 targets the global need for a safer drug for chronic pain and inflammation. ATB-352, the second drug in Antibe’s pipeline, targets the urgent global need for a safer, non-addictive analgesic for treating severe acute pain, while ATB-340 is a GI-safe derivative of aspirin.
Antibe's subsidiary, Citagenix, is a leader in the sale and marketing of tissue regenerative products servicing the orthopedic and dental marketplaces. Since its inception in 1997, Citagenix has become an important source of knowledge and experience for bone regeneration in the Canadian medical device industry. Citagenix is active in 15 countries, operating in Canada through its direct sales teams, and internationally via a network of distributor partnerships.
This news release contains certain “forward-looking information” as such term is defined under applicable Canadian securities laws. All statements, other than statements of historical fact, that address activities, events or developments that the Company believes, expects or anticipates will or may occur in the future (including, without limitation, statements relating to the possible subsequent closings of the Offering and the use or proceeds from the Offering) constitute forward-looking information. This forward-looking information reflects the current expectations or beliefs of the Company based on information currently available to the Company as well as certain assumptions including, without limitation, the ability of the Company to complete subsequent closings of the Offering in a timely manner and on the terms and conditions described in the news release). Forward-looking information is subject to a number of significant risks and uncertainties and other factors that may cause the actual results of the Company to differ materially from those discussed in the forward-looking information, and even if such actual results are realized or substantially realized, there can be no assurance that they will have the expected consequences to, or effects on the Company. Factors that could cause actual results or events to differ materially from current expectations include, but are not limited to, the risk that the Company may not be able to raise the further proceeds under the Offering; the failure of the Company to effectively obtain the final approval of the TSX Venture Exchange for the Offering; the inability of the Company to satisfy all conditions to the completion of the Offering and the risk of unforeseen delays in the completion of further closings under the Offering, if at all, whether as a result of market conditions or otherwise. Reference is also made to the risk factors disclosed under the heading “Risk factors” in the Company’s AIF for the year ended March 31, 2016 which has been filed on SEDAR and is available under the Company’s profile at www.sedar.com.
The TSX Venture Exchange has in no way passed upon the merits of the proposed Offering and has neither approved nor disapproved the contents of this press release. 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.