Neovasc, Inc.(“Neovasc” or the “Company”) (NASDAQ, TSX: NVCN) announced today that it has entered into definitive agreements with certain healthcare-focused institutional investors for the sale of an aggregate of 6,230,803 common shares at a purchase price of US$0.9801 per common share in a registered direct offering (the “Offering”) priced at-the-market under the Nasdaq Capital Market (the “Nasdaq”) rules.
VANCOUVER and MINNEAPOLIS, MN, Dec. 08, 2020 (GLOBE NEWSWIRE) --
via NewMediaWire -- Neovasc, Inc.(“Neovasc” or the “Company”) (NASDAQ, TSX: NVCN) announced today that it has entered into definitive agreements with certain healthcare-focused institutional investors for the sale of an aggregate of 6,230,803 common shares at a purchase price of US$0.9801 per common share in a registered direct offering (the “Offering”) priced at-the-market under the Nasdaq Capital Market (the “Nasdaq”) rules. Aggregate gross proceeds to the Company are approximately US$6.1 million, before deducting placement agent’s fees and estimated expenses of the Offering payable by the Company. The Offering is expected to close on or about December 10, 2020, subject to satisfaction of customary closing conditions.
H.C. Wainwright & Co. is acting as the exclusive placement agent for the Offering.
Each common share is being sold, in a concurrent private placement, with one common share purchase warrant (each whole warrant, a “Warrant”). Each Warrant will entitle the holder to acquire one common share of the Company (each, a “Warrant Share”) at an exercise price of US$0.856 per share at any time prior to the date which is five and one half years following the date of issuance.
Neovasc intends to use the net proceeds from the Offering for the development and commercialization of the Neovasc Reducer™ (the “Reducer”), development of the Tiara™ (the “Tiara”) and general corporate and working capital purposes.
The common shares (but not the Warrants or the Warrant Shares) are being offered pursuant to a “shelf” registration statement on Form F-3 (File No. 333-245385) previously filed with the Securities and Exchange Commission (the “SEC”) on August 13, 2020 and declared effective by the SEC on September 14, 2020. The offering of the shares of common stock is being made only by means of a prospectus, including a prospectus supplement, forming a part of the effective registration statement. A prospectus supplement to the Company’s base shelf prospectus dated August 12, 2020 qualifying the distribution of the common shares and Warrants will also be filed with the provincial securities regulatory authorities in British Columbia, Alberta, Saskatchewan, Manitoba and Ontario. Neovasc will offer and sell the common shares in the United States only. No securities will be offered or sold to Canadian purchasers.
A final prospectus supplement and accompanying prospectus relating to the Offering will be filed with the SEC and will be available for free on the SEC’s website at www.sec.gov and will also be available on the Company’s profile on the SEDAR website at www.sedar.com. Electronic copies of the final prospectus supplement and the accompanying prospectus relating to the Offering may be obtained, when available, by contacting H.C. Wainwright & Co., LLC at 430 Park Avenue, 3rd Floor, New York, NY 10022, or by telephone: (646) 975-6996 or by e-mail: placements@hcwco.com.
The Warrants described above were offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Act”), and Regulation D promulgated thereunder and, along with the Warrant Shares, have not been registered under the Act, or applicable state securities laws. Accordingly, the Warrants and Warrant Shares may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Act and such applicable state securities laws.
Closing of the Offering will be subject to satisfaction of customary closing conditions, including listing of the common shares and the Warrant Shares on the Toronto Stock Exchange (the “TSX”) and the Nasdaq and any required approvals of each exchange. For the purposes of the TSX approval, the Company intends to rely on the exemption set forth in Section 602.1 of the TSX Company Manual, which provides that the TSX will not apply its standards to certain transactions involving eligible interlisted issuers on a recognized exchange, such as the Nasdaq.
This communication shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.
About Neovasc Inc.
Neovasc is a specialty medical device company that develops, manufactures and markets products for the rapidly growing cardiovascular marketplace. Its products include Reducer, for the treatment of refractory angina, which is not currently commercially available in the United States and has been commercially available in Europe since 2015, and Tiara, for the transcatheter treatment of mitral valve disease, which is currently under clinical investigation in the United States, Canada, Israel and Europe. For more information, visit: www.neovasc.com.
Investors
Mike Cavanaugh
Westwicke/ICR
Phone: +1.646.877.9641
Mike.Cavanaugh@westwicke.com
Media
Sean Leous
Westwicke/ICR
Phone: +1.646.677.1839
Sean.Leous@icrinc.com
Forward-Looking Statement Disclaimer
Certain statements in this news release contain forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995 and applicable Canadian securities laws that may not be based on historical fact. When used herein, the words “expect”, “anticipate”, “estimate”, “may”, “will”, “should”, “intend,” “believe”, and similar expressions, are intended to identify forward-looking statements. Forward-looking statements may involve, but are not limited to,our ability to satisfy the closing conditions of the offering and the timing of the closing, the use of proceeds, the expected impact on Reducer revenue generation during the fourth quarter, the Company’s ability to build on progress and optimizing the value of its devices, the likelihood of approval under the FDA’s decision on the PMA, the expansion of its product range, prospects for regulatory approvals and the growing cardiovascular marketplace. Forward-looking statements are based on estimates and assumptions made by the Company in light of its experience and its perception of historical trends, current conditions and expected future developments, market and other conditions as well as other factors that the Company believes are appropriate in the circumstances. Many factors could cause the Company’s actual results, performance or achievements to differ materially from those expressed or implied by the forward-looking statements, including those described in the “Risk Factors” section of the Company’s Annual Report on Form 20-F and in the Management’s Discussion and Analysis for the three and nine months ended September 30, 2020 (copies of which may be obtained at www.sedar.com or www.sec.gov). These factors should be considered carefully, and readers should not place undue reliance on the Company’s forward-looking statements. The Company has no intention and undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
