Sernova Announces Closing of C$23 Million Bought Deal Financing Including Full Exercise of Over-Allotment Option
LONDON, ONTARIO – TheNewswire - March 1, 2021 – Sernova Corp. (“Sernova” or the “Company”) (TSXV:SVA) (OTC:SEOVF) (Frankfurt/Xetra:PSH), a leading clinical-stage regenerative medicine therapeutics company, is pleased to announce that it has closed its previously announced bought deal financing of 16,700,000 units of the Company (the “Units”) at a price of C$1.20 per Unit (the “Issue Price”), and the exercise in full of the Over-Allotment Option of 2,505,000 Units at the Issue Price, for aggregate gross proceeds to the Company of approximately C$23,046,000 (the “Offering”).
Each Unit is comprised of one common share of the Company (a “Common Share”) and one Common Share purchase warrant (a “Warrant”). Each Warrant entitles the holder thereof to purchase one Common Share (as “Warrant Share”) at an exercise price of C$1.70 (the “Exercise Price”) until March 1, 2023. The expiry date of the Warrants may be accelerated by the Company if the daily volume weighted average trading price of the Common Shares on the TSX Venture Exchange (the “Exchange”) is greater than C$3.05 for the preceding ten (10) consecutive trading days, at which time the Company may accelerate the expiry date of the Warrants by providing notice to the holders of Warrants or issuing a news release announcing such acceleration, whereupon the Warrants will expire not less than 30 days after the date of such notice or news release.
The Offering was conducted on a “bought deal” basis, led by Canaccord Genuity Corp. and Leede Jones Gable Inc. as co-lead underwriters (together, the “Underwriters). As consideration for their services in connection with the Offering, the Company paid to the Underwriters: (i) a cash commission of $1,452,981; (ii) a corporate finance fee of 384,100 Units; and (iii) 1,210,818 compensation options (the “Compensation Options”), where each Compensation Option entitles the holder thereof to purchase one Unit (a “Compensation Unit”) at the Issue Price until March 1, 2023. Each Compensation Unit is comprised of one Share and one Warrant exercisable into a Warrant Share at the Exercise Price.
The net proceeds of the Offering will be used to advance the Company’s clinical development programs, including its US Phase I/II Cell Pouch clinical trial in insulin-dependent diabetes, expand the Company’s research and development programs, including its local immune protection technologies for the Cell Pouch, as well as for working capital and general corporate purposes.
The Offering was completed (i) by way of a short form prospectus filed in each of the provinces of Canada, other than Quebec, pursuant to National Instrument 44-101 – Short Form Prospectus Distributions, (ii) on a private placement basis in the United States pursuant to exemptions from the registration requirements of the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), and applicable U.S. state securities laws, and (iii) outside Canada and the United States on a basis which does not require the qualification or registration of any of the Company’s securities under domestic or foreign securities laws.
The securities referred to in this press release have not been, nor will they be, registered under the U.S. Securities Act or any U.S. state securities laws, and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons absent U.S. registration or an applicable exemption from the U.S. registration requirements. This press release does not constitute an offer for sale of securities, nor a solicitation for offers to buy any securities in the United States, nor in any other jurisdiction in which such offer, solicitation or sale would be unlawful. Any public offering of securities in the United States must be made by means of a prospectus containing detailed information about the company and management, as well as financial statements.
About Sernova Corp.
Sernova is developing regenerative medicine therapeutic technologies using a medical device and immune protected therapeutic cells (i.e. human donor cells, corrected human cells, and stem cell-derived cells) to improve the treatment and quality of life of people with chronic metabolic diseases such as insulin-dependent diabetes, blood disorders including hemophilia, and other diseases treated through replacement of proteins or hormones missing or in short supply within the body. For more information, please visit www.sernova.com.
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T: (519) 858-5126
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this press release.
Cautionary Statement Regarding Forward-Looking Information
This press release contains ‘forward-looking information’ within the meaning of applicable Canadian securities legislation. These statements relate to future events or future performance. The use of any of the words “could”, “intend”, “expect”, “believe”, “will”, “projected”, “estimated” and similar expressions and statements relating to matters that are not historical facts are intended to identify forward-looking information and are based on Sernova’s current belief or assumptions as to the outcome and timing of such future events. Forward looking information in this press release includes information with respect to the intended use of proceeds by the Company. Forward-looking information is based on reasonable assumptions that have been made by Sernova at the date of the information and is subject to known and unknown risks, uncertainties, and other factors that may cause actual results or events to differ materially from those anticipated in the forward-looking information. Examples of such risk factors include: credit; market (including equity, foreign exchange and interest rate); liquidity; operational (including technology and infrastructure); reputational; insurance; strategic; regulatory; legal; environmental; capital adequacy; the general business and economic conditions in the regions in which the Company operates; the ability of the Company to execute on key priorities, including the successful development of its product candidates, and strategic plans and to attract, develop and retain key executives; the ability to implement business strategies and pursue business opportunities; disruptions in or attacks (including cyber-attacks) on the Company's information technology; the failure of third parties to comply with their obligations to the Company or its affiliates; the impact of new and changes to, or application of, current laws and regulations governing the Company’s business; dependence on key suppliers; granting of permits and licenses; increased competition; changes in foreign currency rates; increased funding costs and market volatility due to market illiquidity and competition for funding; the availability of funds and resources to pursue operations; critical accounting estimates and changes to accounting standards, policies, and methods used by the Company; the occurrence of natural and unnatural catastrophic events and claims resulting from such events; risks related to COVID-19 including various recommendations, orders and measures of governmental authorities to try to limit the pandemic, including travel restrictions, border closures, nonessential business closures, quarantines, self-isolations, shelters-in-place and social distancing, disruptions to markets, economic activity, financing, supply chains and sales channels, and a deterioration of general economic conditions including a possible national or global recession; as well as those risk factors disclosed under the heading “Risk Factors” in the Company’s Annual Information Form (dated February 8, 2021) for the year ended October 31, 2020, which has been filed on SEDAR and is available under the Company’s profile at www.sedar.com. Given these risks, uncertainties and assumptions, you should not unduly rely on these forward-looking statements. The forward-looking information contained in this press release is made as of the date hereof, and Sernova is not obligated to update or revise any forward-looking information, whether as a result of new information, future events or otherwise, except as required by applicable securities laws. The foregoing statements expressly qualify any forward-looking information contained herein.