CRDL Cardiol Therapeutics Inc

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 6-K

 

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of October 2024

 

Commission File Number:  001-40712

 

Cardiol Therapeutics Inc.

(Name of registrant)

 

602-2265 Upper Middle Road East

Oakville, Ontario L6H 0G5

Canada

(Address of principal executive office)

 

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

 

x Form 20-F

¨ Form 40-F

 

 

 

INCORPORATION BY REFERENCE

 

Exhibits 99.1 and 99.2 to this report on Form 6-K are hereby incorporated by reference as Exhibits to the Registration Statement on Form F-10 of Cardiol Therapeutics Inc. (File No. 333-280713), as amended and supplemented.

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

	CARDIOL THERAPEUTICS INC.
	(Registrant)
Date: October 8, 2024	By:	/s/ Chris Waddick
		Name:	Chris Waddick
		Title:	Chief Financial Officer

 

 

Form 6-K Exhibit Index

 

Exhibit Number		Document Description
99.1		Consent of Borden Ladner Gervais LLP, dated October 8, 2024
99.2		Consent of Stikeman Elliott LLP, dated October 8, 2024
99.3		News Release dated October 8, 2024 – Cardiol Therapeutics Files Preliminary Prospectus Supplemental for Proposed Public Offering of Common Shares

 

 

 

Exhibit 99.1

 

Borden Ladner Gervais LLP Bay Adelaide Centre, East Tower 22 Adelaide Street West Toronto, ON, Canada M5H 4E3
T	416.367.6000
F	416.367.6749
blg.com

 

October 8, 2024

 

Consent of Borden Ladner Gervais LLP

 

We hereby consent to the reference to our name on the face page and under the headings “Documents Filed as Part of the U.S. Registration Statement” and “Legal Matters,” and to the reference to our name and use of our opinions under the headings “Eligibility for Investment” and “Certain Canadian Federal Income Tax Considerations,” in the prospectus supplement dated October 8, 2024 relating to the issuance by Cardiol Therapeutics Inc. of Class A common shares, which forms part of the Registration Statement on Form F-10 (File No. 333- 280713).

 

In giving this consent, we do not admit that we are in the category of persons whose consent is required under Section 7 of the Securities Act of 1933, as amended.

 

/s/ Borden Ladner Gervais LLP
Borden Ladner Gervais LLP

 

 

Exhibit 99.2

 

 

October 8, 2024

 

Consent of Stikeman Elliott LLP

 

We hereby consent to the reference to our name on the face page and under the headings “Documents Filed as Part of the U.S. Registration Statement” and “Legal Matters,” and to the reference to our name and use of our opinions under the headings “Eligibility for Investment” and “Certain Canadian Federal Income Tax Considerations,” in the prospectus supplement dated October 8, 2024 relating to the issuance by Cardiol Therapeutics Inc. of Class A common shares, which forms part of the Registration Statement on Form F-10 (File No. 333- 280713).

 

In giving this consent, we do not admit that we are in the category of persons whose consent is required under Section 7 of the Securities Act of 1933, as amended.

 

/s/ Stikeman Elliott LLP
Stikeman Elliott LLP

 

 

 

 Exhibit 99.3

 

 

Cardiol Therapeutics Files Preliminary Prospectus Supplement for Proposed Public Offering of Common Shares

 

Toronto, ON – October 8, 2024 – Cardiol Therapeutics Inc. (NASDAQ: CRDL) (TSX: CRDL) ("Cardiol" or the "Company"), a clinical-stage life sciences company focused on the research and clinical development of anti-inflammatory and anti-fibrotic therapies for the treatment of heart disease, is pleased to announce the Company has filed a preliminary prospectus supplement (the “Supplement”) to its short form base shelf prospectus dated July 12, 2024 (the “Base Prospectus”) in connection with a proposed public offering (the “Offering”) of Class A common shares (the “Common Shares”). The Supplement was also filed with the U.S. Securities Exchange and Commission (the “SEC”), as part of a registration statement on Form-10, as amended, which was declared effective by the SEC on July 16, 2024, in accordance with the Multijurisdictional Disclosure System established between Canada and the United States.

 

The Company intends to use the net proceeds from the Offering to support the clinical development of CardiolRx for the treatment of recurrent pericarditis, and for general and administrative expenses, working capital and other expenses.

 

Canaccord Genuity is acting as the sole bookrunner in connection with the Offering.

 

The Offering is expected to be priced in the context of the market, with the final terms of the Offering to be determined at the time of pricing. There can be no assurance as to whether or when the Offering may be completed, or as to the actual size or terms of the Offering. The closing of the Offering will be subject to customary closing conditions, including the listing of the Common Shares on the Toronto Stock Exchange (the “TSX”) and the Nasdaq Capital Market (the “Nasdaq”) and any required approvals of the TSX and Nasdaq.

 

The Supplement and accompanying Base Prospectus contain important detailed information about the Offering. The Supplement and accompanying Base Prospectus can be found on SEDAR+ at www.sedarplus.ca and on EDGAR at www.sec.gov. Copies of the Supplement and accompanying Base Prospectus may also be obtained from Canaccord Genuity LLC, 1 Post Office Square, Suite 3000, Boston, Massachusetts 02109, Attn: Syndicate Department, or by email at prospectus@cgf.com. Prospective investors should read the Supplement and accompanying Base Prospectus and the other documents the Company has filed before making an investment decision.

 

This news release 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 province, state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such province, state or jurisdiction.

 

About Cardiol Therapeutics

 

Cardiol Therapeutics Inc. is a clinical-stage life sciences company focused on the research and clinical development of anti-inflammatory and anti-fibrotic therapies for the treatment of heart disease.

 

 

Cautionary statement regarding forward-looking information:

 

This news release contains "forward-looking information" within the meaning of applicable securities laws. All statements, other than statements of historical fact, that address activities, events, or developments that Cardiol believes, expects, or anticipates will, may, could, or might occur in the future are "forward-looking information". Forward looking information contained herein may include, but is not limited to statements regarding the Offering, the anticipated size and terms of the Offering, and the anticipated use of proceeds from the Offering. Forward-looking information contained herein reflects the current expectations or beliefs of Cardiol based on information currently available to it and is based on certain assumptions and is also subject to a variety of known and unknown risks and uncertainties and other factors that could cause the actual events or results to differ materially from any future results, performance or achievements expressed or implied by the forward looking information, and are not (and should not be considered to be) guarantees of future performance. These risks and uncertainties and other factors include the risks and uncertainties referred to in the Company's Annual Report on Form 20-F filed with the U.S. Securities and Exchange Commission and Canadian securities regulators on April 1, 2024, as well as the risks and uncertainties associated with product commercialization and clinical studies. These assumptions, risks, uncertainties, and other factors should be considered carefully, and investors should not place undue reliance on the forward-looking information, and such information may not be appropriate for other purposes. Any forward-looking information speaks only as of the date of this press release and, except as may be required by applicable securities laws, Cardiol disclaims any intent or obligation to update or revise such forward-looking information, whether as a result of new information, future events, or results, or otherwise. Investors are cautioned not to rely on these forward-looking statements and are encouraged to read the Supplement, the accompanying Base Prospectus and the documents incorporated by reference therein.

 

For further information, please contact:

 

Trevor Burns, Investor Relations +1-289-910-0855

trevor.burns@cardiolrx.com

 

 

 

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