CHARLESTON, S.C.--(BUSINESS WIRE)--Aeterna Zentaris Inc. (NASDAQ: AEZS) (TSX: AEZ) (the “Company”) today
announced the closing of its previously announced registered direct
offering to a single healthcare dedicated institutional investor in the
United States (the “Offering”) of 2,100,000 units (the “Units”),
consisting of either one common share or one-pre-funded warrant to
acquire one common share and 0.45 of a warrant to purchase one common
share, at a purchase price of US$3.60 per Unit. The purchaser acquired
Units with pre-funded warrants substituted for common shares where the
purchase of Units with common shares would have resulted in the
purchaser beneficially owning more than its beneficial ownership
limitation following the consummation of the Offering.
The warrants have an exercise price of US$4.70 per share. They are
exercisable 6 months after their date of issuance and expire three years
after their initial exercise date. The warrants do not contain any price
or other adjustment provision, except for customary adjustment
provisions that apply in the event of certain corporate events or
transactions that affect all outstanding common shares. The warrants may
at any time be exercised on a “net” or “cashless” basis in accordance
with a customary formula. In addition, in the event the volume weighted
average price of the Company’s common shares on the NASDAQ Capital
Market attains or exceeds US$10.00 during 10 consecutive trading
days, the Company will have the right to call for cancellation
all or any portion of the warrants which are not exercised by holders
within 10 trading days following receipt of a call notice from the
Company. The warrants will not be listed on any stock exchange.
The Company intends to use the net proceeds from the Offering to fund
the preparation and submission of New Drug Applications for Macrilen™
and Zoptrex™, if the results of its ongoing clinical trials of such
products warrant doing so, for general corporate and working capital
purposes and to fund negative cash flow.
Maxim Group LLC acted as exclusive placement agent for the Offering.
Rodman & Renshaw, a unit of H.C. Wainwright & Co., LLC, and Aegis
Capital Corp. acted as financial advisors to the Company in connection
with the Offering.
In approving the Offering and listing the Common Shares issued and
issuable thereunder, the Company relied on the exemption set forth in
Section 602.1 of the TSX Company Manual available to “Eligible
Interlisted Issuers”, since the Company's Common Shares are also listed
on the NASDAQ Capital Market and had less than 25% of the overall
trading volume of its listed securities occurring on all Canadian
marketplaces in the twelve months immediately preceding the date on
which application was made to TSX to approve the Offering.
This press release does not and shall not constitute an offer to
sell or the solicitation of an offer to buy any of the Company’s
securities, nor shall there be any sale of the Company’s securities in
any state or jurisdiction in which such offer, solicitation or sale
would be unlawful prior to registration or qualification under the
securities laws of any such state or jurisdiction.
About Aeterna Zentaris Inc.
Aeterna Zentaris is a specialty biopharmaceutical company engaged in
developing and commercializing novel treatments in oncology and
endocrinology. We are engaged in drug development activities and in the
promotion of products for others. We are now conducting Phase 3 studies
of two internally developed compounds. The focus of our business
development efforts is the acquisition or in-license of products that
are relevant to our therapeutic areas of focus. We also intend to
license out certain commercial rights of internally developed products
to licensees in territories where such out-licensing would enable us to
ensure development, registration and launch of our product candidates.
Our goal is to become a growth-oriented specialty biopharmaceutical
company by pursuing successful development and commercialization of our
product portfolio, achieving successful commercial presence and growth,
while consistently delivering value to our shareholders, employees and
the medical providers and patients who will benefit from our products.
For more information, visit www.aezsinc.com.