Zomedica Pharmaceuticals Corp. (NYSE American: ZOM) (TSX-V: ZOM)
(“Zomedica” or “Company”), a veterinary diagnostic and
pharmaceutical company, today announced the completion of its
previously announced private placement offering, pursuant to which
it has issued an aggregate of 2,815,789 common shares at a price of
$1.52 (C$2.00) per share, for aggregate gross proceeds of
$4,280,000 (approximately C$5,649,600), in the United States to
accredited investors only pursuant to the exemption from
registration provided by Section 4(a)(2) of the Securities Act of
1933, as amended (the “Securities Act”), and Rule 506(b) of
Regulation D thereunder. Zomedica intends to use the net proceeds
of the offering to fund its cash expenditure obligations under the
Company’s exclusive development and supply agreement with Qorvo
Biotechnologies, LLC (Qorvo), a wholly-owned subsidiary of Qorvo,
Inc. (Nasdaq: QRVO). For further details, see Zomedica’s press
release dated November 27, 2018.
Zomedica also announces the satisfaction of certain milestones
under the Company's license and supply agreement with Celsee, Inc.
(“Celsee”). For details regarding such agreement, see the
Zomedica’s press release dated December 21, 2017. Under the
foregoing agreement, Celsee is entitled to payments (in addition to
the initial payments delivered upon the entering into of the
agreement) aggregating up to $1 million, payable 50 percent in cash
and 50 percent in unregistered common shares, upon the achievement
of specified milestones, namely, completion of product development
to support on-going clinical validation (in respect of 50 percent
of the foregoing cash and share payments); and upon successful
completion of manufacturing (as to the remaining 50 percent of the
foregoing cash and share payments). Each of those milestones has
now been satisfied. Rather than taking the aforementioned payments
in cash (50 percent) and equity (50 percent), Celsee has elected to
receive all of its compensation via equity of Zomedica.
Accordingly, Zomedica has issued an aggregate of 657,894 common
shares to Celsee at an ascribed price of $1.52 (C$2.00).
Zomedica further announces that it has entered into an agreement
to settle an amount of $75,000 (approximately C$97,500.00) via the
issuance of an aggregate of 49,342 common shares of the Company at
a price of $1.52 per share. The foregoing shares have also been
issued by the Company to such creditor.
All of the common shares issued in connection with the matters
above will be subject to a statutory four-month hold period in
accordance with applicable Canadian securities laws and TSX Venture
Exchange rules, which will expire on May 12, 2019.
The common shares referenced above have not been registered
under the Securities Act and may not be offered or sold in the
United States absent registration or an applicable exemption from
such registration requirements.
In addition to the foregoing share issuances, Zomedica also
announces the grant of an aggregate of 5,995,000 options to acquire
common shares of the Company to officers, directors, employees and
consultants of the Company, each such option being exercisable at a
price of $1.52 per common share for a two-year term expiring on
January 10, 2021. These stock options have all vested immediately
upon the date of grant.
About ZomedicaBased in Ann Arbor, Michigan,
Zomedica (NYSE American: ZOM) (TSX-V: ZOM) is a veterinary
diagnostic and pharmaceutical and company creating products for
companion animals (canine, feline and equine) by focusing on the
unmet needs of clinical veterinarians. Zomedica’s product portfolio
will include novel diagnostics and innovative therapeutics that
emphasize patient health and practice health. With a team that
includes clinical veterinary professionals, it is Zomedica’s
mission to give veterinarians the opportunity to lower costs,
increase productivity, and grow revenue while better serving the
animals in their care. For more information, visit
www.ZOMEDICA.com.
Follow Zomedica
- Email Alerts: http://investors.zomedica.com
- LinkedIn: https://www.linkedin.com/company/zomedica
- Facebook: https://www.facebook.com/zomedica/
- Twitter: https://twitter.com/zomedica
Reader AdvisoryNeither 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 the release.
Except for statements of historical fact, this news release
contains certain "forward-looking information" within the meaning
of applicable securities law. Forward-looking information is
frequently characterized by words such as "plan", "expect",
"project", "intend", "believe", "anticipate", "estimate" and other
similar words, or statements that certain events or conditions
"may" or "will" occur. Although we believe that the expectations
reflected in the forward-looking information are reasonable, there
can be no assurance that such expectations will prove to be
correct. We cannot guarantee future results, performance or
achievements. Consequently, there is no representation that the
actual results achieved will be the same, in whole or in part, as
those set out in the forward-looking information.
Forward-looking information is based on the opinions and
estimates of management at the date the statements are made, and
are subject to a variety of risks and uncertainties and other
factors that could cause actual events or results to differ
materially from those anticipated in the forward-looking
information. Some of the risks and other factors that could cause
the results to differ materially from those expressed in the
forward-looking information include, but are not limited to:
uncertainty as to whether our strategies and business plans will
yield the expected benefits; uncertainty as to the timing and
results of development work and pilot and pivotal studies,
uncertainty as to the likelihood and timing of regulatory
approvals, availability and cost of capital; the ability to
identify and develop and achieve commercial success for new
products and technologies; the level of expenditures necessary to
maintain and improve the quality of products and services; changes
in technology and changes in laws and regulations; our ability to
secure and maintain strategic relationships; risks pertaining to
permits and licensing, intellectual property infringement risks,
risks relating to future clinical trials, regulatory approvals,
safety and efficacy of our products, the use of our product,
intellectual property protection and the other risk factors
disclosed in our filings with the Securities and Exchange
Commission and under our profile on SEDAR at www.sedar.com. Readers
are cautioned that this list of risk factors should not be
construed as exhaustive.
The forward-looking information contained in this news release
is expressly qualified by this cautionary statement. We undertake
no duty to update any of the forward-looking information to conform
such information to actual results or to changes in our
expectations except as otherwise required by applicable securities
legislation. Readers are cautioned not to place undue reliance on
forward-looking information.
Investor Relations Contact:Shameze Rampertab,
CPA, CAsrampertab@zomedica.com+1 647.283.3630
PCG Advisory GroupKirin Smith, COOksmith@pcgadvisory.com+1
646.863.6519www.pcgadvisory.com
Media Contact:Andrea
Eberleaeberle@zomedica.com+1 734.369.2555
Zomedica Pharmaceuticals (TSXV:ZOM)
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