Khiron Life Sciences Corp. (“Khiron” or the “Company“) (TSXV: KHRN) (OTCQX: KHRNF) is pleased to announce that it has launched an underwritten overnight public offering (the “Offering“) of the Company’s units (each, an “Unit“). Each Unit will consist of one common share of the Company (each, a “Unit Share“) and one Common Share purchase warrant of the Company (each, a “Unit Warrant“), with each Unit Warrant being exercisable to acquire one Common Share (each, a “Warrant Share“) for a period of 24 months following the closing date of the Offering.
The Offering will be led by Canaccord Genuity Corp. (the “Lead Underwriter“) with a syndicate of underwriters to be formed (together with the Lead Underwriter, the “Underwriters“). The Offering will be priced and sized in the context of the market, with such terms including the offering price of the Units and the exercise price of the Warrants to be determined at the time of entering into an underwriting agreement for the Offering.
The Underwriters will be granted an option (the “Over-Allotment Option“) to purchase up to an additional 15% of the Units offered pursuant to the Offering on the same terms and conditions for a period of 30 days following and including the closing date of the Offering. The Over-Allotment Option may be exercised by the Underwriters to acquire Units, Unit Shares and/or Unit Warrants.
The Company will apply to list the Unit Shares and the Warrant Shares to be issued upon exercise of the Unit Warrants on the TSX Venture Exchange (the “TSXV“). Listing will be subject to the Company fulfilling all of the requirements of the TSXV.
The net proceeds of the Offering will be used for general corporate and working capital purposes. Closing of the Offering will be subject to a number of customary conditions including, but not limited to, receipt of all necessary regulatory approvals and stock exchange approvals, including approval of the TSXV and the entering into of an underwriting agreement with the Underwriters.
The Offering is being made in each of the provinces and territories of Canada except Québec, and in the United States on a private placement basis pursuant to exemptions from the registration requirements of the United States Securities Act of 1933, as amended (the “U.S. Securities Act“).The Units will be offered in each such jurisdiction through those Underwriters or their affiliates who are registered to offer the Units for sale in such jurisdiction and such other registered dealers as may be designated by the Underwriters. Subject to applicable law, the Underwriters may offer the Units in such other jurisdictions outside of Canada and the United States as agreed between the Company and the Underwriters.
The Offering is expected to close on or about June 10, 2022, subject to the satisfaction of customary closing conditions and the receipt of regulatory approvals, including the approval of the TSXV. There can be no assurance as to whether or when the Offering may be completed, or as to the actual size or specific terms of the Offering.
The Offering will be conducted pursuant to a prospectus supplement to the Company’s existing Canadian base shelf prospectus dated May 21, 2021 (the “Shelf Prospectus“) filed with the securities regulatory authority in each of the provinces and territories of Canada.
This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the Units in the United States or to U.S. persons. The Units to be issued in connection with the Offering have not been and will not be registered under the U.S. Securities Act or any state securities laws and may not be offered or sold within the United States or to U.S. persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
A copy of the Shelf Prospectus can be found on SEDAR at www.sedar.com.
