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VANCOUVER, BC, March 25, 2021 /CNW/ - Rakovina Therapeutics Inc.
(formerly Vincero Capital Corp.) (the "Company" or
"Rakovina") (TSXV: VCO.P) is pleased to announce that
pursuant to the business combination agreement dated August 28, 2020, as amended from time to time,
between the Company and NewGen Therapeutics, Inc.
("NewGen"), the Company has completed its previously
announced qualifying transaction (the "Qualifying
Transaction") with Rakovina Therapeutics
Inc. ("Subco"), as described in the Company's press
releases dated May 27, 2020,
August 31, 2020, November 10, 2020, December 23, 2020, January
28, 2021, March 16, 2021 and
March 19, 2021.
The common shares of the Company are expected to begin trading
as a Tier 2 Issuer on the TSX Venture Exchange ("TSXV")
under the symbol "RKV" on or about Thursday,
April 1, 2021.
Further to the Company's press release on March 16, 2021, Subco completed an additional
tranche of its private placement (the "Private Placement")
of subscription receipts (each, a "Subscription Receipt") at
a price of $0.20 per Subscription
Receipt for aggregate additional gross proceeds of $147,000 from the sale of an additional 735,000
Subscription Receipts. The Company is pleased to report that, in
aggregate, gross proceeds of $4,565,900 have been raised pursuant to the
completion of the Private Placement.
Immediately prior to the closing of the Qualifying Transaction,
each of the 22,829,500 Subscription Receipts issued pursuant to the
Private Placement were automatically converted, without any further
action or consideration on the part of the holders, into one unit
of Subco (a "Unit"). Each Unit consisted of one Subco share
and one half of a Subco warrant. Each warrant entitled the holder
thereof to purchase one Subco share at an exercise price of
$0.40 per Subco share for a period of
24 months. Upon closing of the Qualifying Transaction, all Subco
shares were exchanged for shares of the Company and all Subco
warrants were replaced by warrants of the Company on the same
terms.
As described in the Company's filing statement dated
March 17, 2021 available under the
Company's profile on SEDAR at www.sedar.com (the "Filing
Statement"), certain of the common shares of the Company are
subject to escrow requirements in accordance with TSXV Policy 5.4 –
Escrow, Vendor Considerations and Resale Restrictions.
Following the completion of the Qualifying Transaction, the
board of directors of the Company is now comprised of Jeffrey Bacha, Dennis
Brown, Michael Liggett and
Alfredo De Lucrezia; and the
executive officers are Jeffrey Bacha
(Executive Chairman), Mads Daugaard
(President & CSO), John
Langlands (COO) and David
Hyman (CFO & Corporate Secretary).
In connection with the completion of the Qualifying Transaction,
the following corporate actions were completed: (i) the Company
changed its name to Rakovina Therapeutics Inc.; and (ii) the
company formerly known as Subco amalgamated with 1260541 B.C. Ltd. and became a wholly-owned
subsidiary of the Company and was renamed Rakovina Research
Ltd.
About the Company
Rakovina's focus is the development of new cancer treatments
based on novel DNA-damage response technologies. The Company's
initial research activities focus primarily around the kt-2000
series of PARP inhibitors, acquired by Subco from NewGen pursuant
to the Qualifying Transaction. The Company has also established a
pipeline of DNA-damage response inhibitors with the goal of
advancing one or more drug candidates into human clinical trials
and obtaining marketing approval for new cancer therapeutics from
Health Canada, the United States Food and Drug Administration and
similar international regulatory agencies.
Additional Information
This press release does not constitute an offer to sell or the
solicitation of an offer to buy any securities in any jurisdiction.
The Company's common shares are currently halted from trading and
will remain halted until further notice. In connection with the
Qualifying Transaction and pursuant to TSXV requirements, the
Company has filed the Filing Statement on SEDAR (www.sedar.com),
which contains details regarding the Qualifying Transaction, the
amalgamation, the private placement, NewGen and the Company.
Further details regarding the Qualifying Transaction are disclosed
in the Company's press releases dated May
27, 2020, August 31, 2020,
November 10, 2020, December 23, 2020, January
28, 2021, March 16, 2021 and
March 19, 2021.
The TSXV has in no way passed upon the merits of the
Qualifying Transaction and has neither approved nor disapproved the
content of this press release. Neither the TSXV nor its Regulation
Services Provider (as that term is defined in policies of the TSXV)
accepts responsibility for the adequacy or accuracy of this
release.
The information contained or referred to in this press
release relating to NewGen has been furnished by NewGen. Although
the Company has no knowledge that would indicate that any statement
contained herein concerning NewGen is untrue or incomplete, neither
the Company nor any of its respective directors or officers assumes
any responsibility for the accuracy or completeness of such
information. Investors are cautioned that, except as disclosed in
the Filing Statement, any information released or received with
respect to the Qualifying Transaction may not be accurate or
complete and should not be relied upon.
Notice regarding forward-looking statements:
This release includes forward-looking statements regarding
the Company and its respective business, which may include, but is
not limited to, statements with respect to the proposed business
plan of the Company and other statements. Often, but not always,
forward-looking statements can be identified by the use of words
such as "plans", "is expected", "expects", "scheduled", "intends",
"contemplates", "anticipates", "believes", "proposes" or variations
(including negative variations) of such words and phrases, or state
that certain actions, events or results "may", "could", "would",
"might" or "will" be taken, occur or be achieved. Such statements
are based on the current expectations of the management of the
Company. The forward-looking events and circumstances discussed in
this release, including the trading of the Company's securities on
the TSXV, may not occur by certain specified dates or at all and
could differ materially as a result of known and unknown risk
factors and uncertainties affecting the Company, including risks
regarding the medical device industry, economic factors, regulatory
factors, the equity markets generally and risks associated with
growth and competition. Although the Company has
attempted to identify important factors that could cause actual
actions, events or results to differ materially from those
described in forward-looking statements, there may be other factors
that cause actions, events or results to differ from those
anticipated, estimated or intended. No forward-looking statement
can be guaranteed. Except as required by applicable securities
laws, forward-looking statements speak only as of the date on which
they are made and the Company undertakes no obligation to publicly
update or revise any forward-looking statement, whether as a result
of new information, future events, or otherwise. '
SOURCE Rakovina Therapeutics Inc.
