NOT FOR DISTRIBUTION OR DISSEMINATION INTO THE UNITED STATES OR THROUGH U.S. NEWSWIRE SERVICES
TORONTO, CANADA — (August 13, 2019) – Antibe Therapeutics Inc. (“Antibe” or the “Company”) (TSXV: ATE), a leader in developing safer therapeutics for pain and inflammation, is pleased to announce that is has closed its previously announced public offering of 26,833,332 units of the Company (the “Units”) at a price of $0.30 per Unit (the “Offering Price”) for aggregate gross proceeds of $8,050,000 (the “Offering”). The Offering was made pursuant to an amended and restated agency agreement effective August 7, 2019 with a syndicate of agents led by Bloom Burton Securities Inc., together with Echelon Wealth Partners Inc., Dominick Capital Corporation and Industrial Alliance Securities Inc. (collectively, the “Agents”).
Each Unit was comprised of one common share of the Company (a “Common Share”) and one-half of one common share purchase warrant. Each full warrant is exercisable to purchase one Common Share at any time prior to August 13, 2022 at a price of $0.40 per Common Share.
The Units were offered and sold by way of a short form prospectus filed in each of the provinces of Alberta, British Columbia, Manitoba, Ontario, and Saskatchewan. The Company intends to use the net proceeds of the Offering to fund certain activities in preparation for planned meetings with regulatory agencies and eventual global partnering discussions anticipated to commence subsequent to the completion of the on-going Phase 2B dose-ranging, efficacy study for ATB-346.
As consideration for the services rendered by the Agents in connection with the Offering, the Company has paid the Agents a cash commission equal to 7% of the gross proceeds raised under the Offering and has granted the Agents non-transferable broker warrants equal to 7% of the number of Units sold under the Offering, exercisable at any time prior to August 13, 2021 at an exercise price equal to the Offering Price.
Insiders of the Company acquired an aggregate of 200,000 Units, which is considered a related party transaction within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Company has relied on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in Sections 5.5(b) and 5.7(1)(a), respectively, of MI 61-101 in respect of such insider participation.
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, may not be offered or sold to, or for the benefit or account of, persons within the United States or “U.S. persons” (as such term is defined in Regulation S under the U.S. Securities Act) 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, non-addictive drug for chronic pain and inflammation. ATB-352, the second drug in Antibe’s pipeline, targets the urgent global need for a non-addictive analgesic for treating severe acute pain, while ATB-340 is a gastrointestinal-safe derivative of aspirin. Citagenix Inc., an Antibe subsidiary, is a market leader and worldwide distributor of regenerative medicine products for the dental marketplace. www.antibethera.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.
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 Offering generally, the terms thereof 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 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 failure of the Company to obtain the 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 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 annual information form for the year ended March 31, 2019 which has been filed on SEDAR and is available under the Company’s profile at www.sedar.com.
Antibe Therapeutics Inc.
Chief Executive Officer
Tel: +1 416-473-4095