Lattice Biologics Ltd. (TSX-V: LBL)
(OTCBB: LBLTF) (“Lattice Biologics” or the “Company”) is pleased to
announce that it has entered into a definitive agreement (the
"Agreement") with Alumina Partners (Ontario) Ltd.
("Alumina") for a commitment of up to $6,000,000 CDN (six
million dollars) in an at-will offering facility (the "Facility").
This facility replaces the previously announced private placement
announced on March 17th, 2020.
Pursuant to the terms of the Agreement, for a period of twenty
four months the Company has the right to draw down on the Facility,
at any time, at its sole election, in equity private placement
tranches of up to $1,000,000. Each tranche will be comprised of
units ("Units") with each Unit consisting of one common share
("Share") and one common share purchase warrant ("Warrant"), at
discounts between 15-25% of the closing price of the shares on the
day prior to Lattice Biologics’ drawdown notice to Alumina.
The exercise price of the Warrants will be at a 25% premium over
the market price at the time of issuance and have a term of three
years. Further, the Warrants will also contain a provision for
accelerated expiry should Lattice Biologics’ Shares trade on the
TSX-V, for a period of 10 consecutive trading days, at a premium of
at least 200% above the warrant exercise price.
This Facility will provide additional financial flexibility for
Lattice Biologics as it accelerates its growth to support Phase 1
trials for its stem cell-based treatment of COVID-19. The expected
capital allocation to secure Phase 1 approval is $1 million. The
initial tranche can be up to $1,000,000 and is subject to TSX
approval. Subsequent transactions are also subject to TSX approval.
The minimum price for any financing under the facility is the
Discounted Market Price allowable under TSXV policies at the time
of the announcement which could range from 15-25%.
The terms of the Facility are structured so that funds may be
drawn on an as needed basis, allowing Lattice Biologics to finance
as it achieves clinical milestones. There are no transaction fees
associated with the facility, no minimum amounts that must be drawn
down and no penalties in the event that Lattice Biologics elects
not to draw upon the facility.
Guy Cook, Lattice Biologics’ CEO, commented: "We are excited to
enter into this facility with Alumina Partners which will support
our Phase I trials. I am delighted that the principals of Alumina
share our vision of novel stem cell-based therapeutics. The capital
will help fuel our growth at a critical juncture."
“We are thrilled to invest in Lattice as they embark upon Phase
I trials of AmnioBoost,” said Adi Nahmani, Managing Member of
Alumina Partners. “As medical science struggles to identify safe
and effective treatment candidates for COVID-19, every avenue must
be explored with all due haste. AmnioBoost is ready for clinical
trials, and we look forward to seeing a fully capitalized Lattice
move that ball forward.”
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About Lattice Biologics Ltd.:
IMPORTANT RISK FACTORS ASSOCIATED WITH LATTICE
BIOLOGICS
Our business is at an early stage of development and we may not
develop therapeutic products that can be commercialized.
We do not have any products in late stage clinical trials. We
are still in the early stages of identifying and conducting
research on potential therapeutic products. Our potential
therapeutic products will require significant research and
development and pre-clinical and clinical testing prior to
regulatory approval in the United States and other countries.
We may not be able to obtain regulatory approvals, enter new
and later stage clinical trials for any of our product candidates,
or commercialize any products.
Our product candidates may prove to have undesirable and
unintended side effects or other characteristics adversely
affecting their safety, efficacy or cost effectiveness that could
prevent or limit their use. Any product using any of our technology
may fail to provide the intended therapeutic benefits, or achieve
therapeutic benefits equal to or better than the standard of
treatment at the time of testing or production. We have expended
substantial funds to develop our technologies, products and product
candidates. Based on our financial condition, recurring losses and
projected spending, which raise substantial doubts about our
ability to continue as a going concern, our independent registered
public accounting firm included an explanatory paragraph in its
report on our consolidated financial statements as of and for the
year ended September 30th, 2019 regarding this uncertainty. The
inclusion of the going concern statement by our auditors may
adversely affect our stock price and our ability to raise needed
capital or enter into advantageous contractual relationships with
third parties.
Lattice Biologics is traded on the TSX-V under the symbol: LBL.
The Company is an emerging personalized/precision medicine leader
in the field of cellular therapies and tissue engineering, with a
focus on bone, skin, and cartilage regeneration.
Lattice Biologics develops and manufactures biologic products to
domestic and international markets. The Company’s products are used
in a variety of surgical applications.
Lattice Biologics maintains its headquarters, laboratory and
manufacturing facilities in Belgrade, Montana as well as offices in
Phoenix, Arizona. The facility includes ISO Class 1000 and ISO
Class 100 clean rooms, and specialized equipment capable of
crafting traditional allografts and precision specialty allografts
for various clinical applications. The Lattice Biologics team
includes highly trained tissue bank specialists, surgical
technicians, certified sterile processing and distribution
technicians, and CNC operators who maintain the highest standards
of aseptic technique throughout each step of the manufacturing
process. From donor acceptance to the final packaging and
distribution of finished allografts, Lattice is committed to
maintaining the highest standards of allograft quality, innovation,
and customer satisfaction.
Lattice Biologics maintains all necessary licensures to process
and sell its tissue engineered products within the U.S. and
internationally. This includes Certificates to Foreign Governments
from the U.S. Food and Drug Administration (FDA) and registrations
for 29 countries, which allow the export of bone, tendon, meniscus,
ligament, soft tissue, and cartilage products outside of the
U.S.
Neither TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in policies of the TSX Venture
Exchange) accepts responsibility for the adequacy or accuracy of
this release.
Cautionary Statement on Forward-Looking Information:
Certain information contained in this news release constitutes
“forward-looking statements” within the meaning of the ‘safe
harbour’ provisions of Canadian securities laws. All statements
herein, other than statements of historical fact, are to be
considered forward looking. Generally, forward-looking information
can be identified by the use of forward-looking terminology such as
“planned”, “potential”, “future”, “expected”, “could”, “possible”,
“goal”, “intends”, “will” or similar expressions. Forward-looking
statements in this news release include, without limitation:
information pertaining to the Company’s strategy, plans, or future
financial performance, such as statements with respect to the
Transaction, and other statements that express management’s
expectations or estimates of future performance. Forward-looking
statements involve known and unknown risks, uncertainties and other
factors that may cause the actual results, level of activity,
performance or achievements of Lattice to be materially different
from those expressed or implied by such forward-looking
statements.
Forward-looking statements are necessarily based upon a number
of factors and assumptions that, while considered reasonable by
management as of the date such statements are made, are inherently
subject to significant business, economic and competitive
uncertainties and contingencies. The factors and assumptions that
could prove to be incorrect, include, but are not limited to: that
market prices will be consistent with expectations, the continued
availability of capital and financing, and that general economic,
market and business conditions will be consistent with
expectations. The forward-looking statements are not guarantees of
future performance. We disclaim any obligation to update or revise
any forward-looking statements, except as required by law. Readers
are cautioned not to put undue reliance on these forward-looking
statements.
United States Advisory: The securities referred to herein have
not been and will not be registered under the United States
Securities Act of 1933, as amended (the "U.S. Securities Act"), and
may not be offered, sold, or resold in the United States or to, or
for the account of or benefit of, a U.S. Person (as such term is
defined in Regulation S under the U.S. Securities Act) unless an
exemption from the registration requirements of the U.S. Securities
Act is available. This press release shall not constitute an offer
to sell or the solicitation of an offer to buy any securities, nor
shall there be any sale of securities in the state in the United
States in which such offer, solicitation or sale would be
unlawful.
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version on businesswire.com: https://www.businesswire.com/news/home/20200406005909/en/
Guy Cook, CEO Lattice Biologics Ltd. 480-563-0800 Office
News@LatticeBiologics.com www.LatticeBiologics.com
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