Khiron Life Sciences Corp. (“Khiron” or the “Company“) (TSXV: KHRN) (OTCQX: KHRNF), announces that it has commenced an overnight marketed offering (the “Offering“) of the Company’s units (each an “Offered Unit“) on a reasonable best-efforts agency basis, with each Offered Unit comprising of one common share and one common share purchase warrant (each a “Warrant“) at a price of $0.45 per Offered Unit. Each Warrant will entitle the holder to purchase one common share of the Company at an exercise price of $0.75 per share expiring on November 26, 2025.
A.G.P./Alliance Global Partners and ATB Capital Markets Inc. have agreed to act as the lead placement agent and co-placement agent, respectively, for the proposed Offering. The securities offered under the Offering will be issued and sold only in the United States in accordance with applicable securities laws.
The Company intends to use the net proceeds of the Offering for: (i) future acquisitions; (ii) capital expenditures; and (iii) general corporate and working capital purposes. The proposed Offering is expected to close on or about July 8, 2021, subject to the satisfaction of customary closing conditions and the receipt of regulatory approvals, including the approval of the TSX Venture Exchange (the “TSXV“). There can be no assurance as to whether or when the proposed Offering may be completed, or as to the actual size or specific terms of the Offering.
The Offering is expected to be conducted on a private placement basis to persons in the United States who are “qualified institutional buyers”, as such term is defined in Rule 144A under the United States Securities Act of 1933, as amended (the “U.S. Securities Act“), who are also “accredited investors”, as such term is defined in Rule 501(a) of Regulation D under the U.S. Securities Act (“Regulation D“), and, in each case, in compliance with Rule 506(b) of Regulation D and applicable United States securities laws. The Company has agreed to file a prospectus supplement (the “Prospectus Supplement“) in Canada to its existing Canadian base shelf prospectus (the “Shelf Prospectus“) filed with the securities regulatory authority in each of the provinces and territories of Canada that will cover the resale of (i) the common shares issued in the Offering; and (ii) the common shares issuable upon exercise of the Warrants.
A copy of the Shelf Prospectus can be found on SEDAR at www.sedar.com.
The securities offered in the Offering have not been and will not be registered under the U.S. Securities Act or the securities laws of any state of the United States and may not be offered or sold absent such registration or an applicable exemption from such registration requirements. This news release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the Offered Units in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of that jurisdiction. The securities referenced herein have not been approved or disapproved by any regulatory authority.
