DiaMedica Therapeutics Announces Final Closing of Private Placement
March 29 2018 - 6:08PM
DiaMedica Therapeutics Inc. (the “
Company” and
“
DiaMedica”) (TSX-V:DMA) (OTCQB:DMCAF) is pleased
to announce the successful completion of the second and final
tranche of its previously announced offering of units (the “Units”)
for additional gross proceeds of approximately USD$2.5 million (the
“
Offering”). In total, the Company has
raised gross proceeds of USD$6.3 million.
"This financing should enable us to complete our
recently initiated DM199 REMEDY Phase 2 study in patients who have
suffered an acute ischemic stroke and also initiate our planned
clinical study in patients with chronic kidney disease," commented
Rick Pauls, DiaMedica’s President and Chief Executive
Officer. "We look forward to continuing to maximizing the value of
our science and in advancing our clinical programs and we are
grateful for the support and commitment from our investors.”
Details of the Offering
The Company issued 10,534,059 units of the
Company (the “Units”) at a purchase price of
USD$0.245 (CAD$0.31) per Unit (the “Offering
Price”) in this second and final closing. Each Unit
consists of one common share of DiaMedica Therapeutics and
one-half of one common share purchase warrant (each whole Common
Share purchase warrant, a “Warrant”). Each Warrant
entitles the holder to acquire, subject to adjustment, one
additional common share at an exercise price of USD$0.35 per share
until 5:00 p.m. (Central Time) on the date that is: (i) twenty-four
months after the date of issuance, or (ii) if on any date (the
“Accelerated Exercised Date”) (a) the
volume-weighted average closing trading price of the Common Shares
on any recognized Canadian stock exchange equals or exceeds
USD$0.60 for a period of 21 consecutive trading days, then, at the
Company’s sole discretion and upon the Company sending the holder
written notice of such Accelerated Exercise Date (the
“Notice”) and issuing a news release announcing
such Accelerated Exercise Date (the “News
Release”), the day that is 30 days following the later of:
(i) the date on which such Notice is sent to the holder; or (ii)
the date on which the News Release is issued.
In connection with closing of the second tranche
of the Offering, the Company paid aggregate finder’s fees of
approximately USD$156,000 and issued an aggregate of 648,334
Compensation Options (the “Compensation Options”)
to the following finders: TriView Capital, CIBC, Leede Jones Gable
and Mackie Research Capital Corporation. Each Compensation
Option entitles the holder to purchase one Common Share at the
Offering Price for a period of 24 months from the closing of the
Offering, subject to acceleration on the same terms as the
Warrants.
The Common Shares and Warrants issued by the
Company under the Offering are subject to restrictions on resale in
accordance with applicable securities laws and the policies of the
TSX Venture Exchange. These restrictions will expire on July
30, 2018. The Offering is subject to final acceptance by the
TSX Venture Exchange.
DiaMedica intends to use the net proceeds from
the Offering towards (i) recently initiated REMEDY trial studying
DM199 for the treatment of acute ischemic stroke, (ii) DM199 study
in patients with chronic kidney disease and (iii) for general
corporate purposes.
Insiders of the Company, subscribed in the
non-brokered private placement and subscribed for an aggregate of
571,780 Units for gross proceeds of approximately USD$140,000.
Participation of insiders of the Company in the Private Placement
constitutes a related party transaction as defined under
Multilateral Instrument 61-101 (Protection of Minority Security
Holders in Special Transactions). Because the Company’s shares
trade only on the TSXV, the issuance of securities is exempt from
the formal valuation requirements of Section 5.4 of MI 61-101
pursuant to Subsection 5.5(b) of MI 61-101 and exempt from the
minority approval requirements of Section 5.6 of MI 61-101. The
Company did not file a material change report 21 days prior to the
closing of the private placement as the details of the
participation of insiders of the Company had not been confirmed at
that time.
This news release shall not constitute an offer
to sell or the solicitation of an offer to buy securities in the
United States, or for the account or benefit of U.S. persons (as
such term is defined in Regulation S under the United
States Securities Act of 1933, as amended (the “1933
Act”). The securities issued by DiaMedica have not been
and will not be registered under the 1933 Act or the securities
laws of any state of the United States, and may not be offered or
sold in the United States absent such registration, or
qualification for an applicable exemption therefrom, under the 1993
Act and the securities laws of all applicable states.
About DiaMedica Therapeutics
Inc.
DiaMedica Therapeutics is a clinical stage
biopharmaceutical company focused on developing novel treatments
for neurological and kidney diseases. DiaMedica’s shares are listed
on the TSX Venture Exchange under the trading symbol “DMA” and on
the OTCQB under the trading symbol “DMCAF”. For more information,
please visit www.diamedica.com. Follow us on
social media – Twitter,
LinkedIn.
For further information, please
contact:Paul Papi Vice President of Business Development
DiaMedica Therapeutics Inc. Two Carlson Parkway, Suite 260
Minneapolis, MN Phone: (617) 899-5941 info@diamedica.com
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FORWARD-LOOKING STATEMENTS
The statements made in this press release that
are not historical facts contain forward-looking information that
involves risk and uncertainties. All statements, other than
statements of historical facts, which address DiaMedica's
expectations, should be considered forward-looking statements. Such
statements are based on management's exercise of business judgment
as well as assumptions made by and information currently available
to management. When used in this document, the words “may”, “will”,
“anticipate”, “believe”, “estimate”, “expect”, “intend” and words
of similar tenor, are intended to identify any forward-looking
statements. You should not place undue reliance on these
forward-looking statements. Forward looking statements in this news
release include, but are not limited to, the Company's objectives,
goals, future plans and statements regarding the use of proceeds
from the Offering. Factors that could cause actual results to
differ materially from such forward-looking information are
described in detail in the DiaMedica's filings with the Canadian
securities regulators, all of which are available on SEDAR
(www.sedar.com). Should one or more of these risks
or uncertainties materialize, or should underlying assumptions
prove incorrect, actual results could differ materially from those
anticipated in these forward-looking statements. DiaMedica
undertakes no obligation, and does not intend, to update, revise or
otherwise publicly release any revisions to these forward-looking
statements to reflect events or circumstances after the date
hereof, or to reflect the occurrence of any unanticipated events,
unless required by law. Although management believes that
expectations are based on reasonable assumptions, no assurance can
be given that these expectations will materialize.
Neither the 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 contents of this press release.
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