NOT FOR DISTRIBUTION OR DISSEMINATION INTO THE UNITED STATES OR THROUGH U.S. NEWSWIRE SERVICES
TORONTO, CANADA — (August 7, 2019) – Antibe Therapeutics Inc. (“Antibe” or the “Company”) (TSXV: ATE), a leader in developing safer therapeutics for pain and inflammation, announces that it has filed a final short form prospectus (the “Final Prospectus”) relating to the Company’s marketed offering (the “Offering”) of units of the Company (the “Units”). Pursuant to the Final Prospectus, the Offering will be for a minimum of 23,333,333 Units and up to a maximum of 26,833,333 Units for minimum gross proceeds of $7,000,000 and maximum gross proceeds of $8,050,000.
Each Unit will be offered at a price of $0.30 per Unit (the “Offering Price”) and will be comprised of one common share of the Company (a “Common Share”) and one-half of one common share purchase warrant (each full warrant, a “Warrant”). Each Warrant will entitle the holder thereof to purchase one Common Share at an exercise price of $0.40 for a period of 36 months following the closing date of the Offering. The Offering will be made in the provinces of British Columbia, Alberta, Saskatchewan, Manitoba and Ontario on a “best efforts” agency basis through a syndicate of agents (collectively, the “Agents”) led by Bloom Burton Securities Inc. and including Echelon Wealth Partners Inc., Dominick Capital Corporation, and Industrial Alliance Securities Inc. The Company has granted to the Agents a 30-day over-allotment option to sell up to an additional 15% of the number of Units and/or Warrants offered in the Offering, so long as the aggregate number of additional Warrants does not exceed 15% of the number of Warrants issued under the Offering (excluding the over-allotment option).
The Company intends to use the net proceeds of the Offering to fund certain activities in preparation for planned meetings with regulatory agencies and eventual global partnering discussions anticipated to commence subsequent to the completion of the on-going Phase 2B dose-ranging, efficacy study for ATB-346.
The Company has received conditional acceptance from the TSX Venture Exchange (the “TSXV”) to list on the TSXV the Common Shares to be distributed under the Final Prospectus. Listing will be subject to the Company fulfilling all of the listing requirements of the TSXV.
The Offering is expected to close on or about August 13, 2019 and is subject to customary closing conditions.
This Offering is only made by prospectus. The Final Prospectus contains important detailed information about the Offering and the Units. A copy of the Final Prospectus is available on SEDAR at www.sedar.com or may be obtained by contacting Bloom Burton Securities Inc., 65 Front Street East, Suite 300, Toronto, Ontario, M5E 1B5, e-mail:firstname.lastname@example.org. This news release does not provide full disclosure of all material facts relating to the Units. Investors should read the Final Prospectus for disclosure of those facts, especially risk factors relating to the Units, before making an investment decision.
This press release does not constitute an offer to sell or a solicitation of an offer to buy the Units in any jurisdiction, nor will there be any offer or sale of the Units in any jurisdiction in which such offer, solicitation or sale would be unlawful. The Units have not and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or any U.S. state securities laws and, therefore, may not be offered or sold to, or for the benefit or account of, persons within the United States or “U.S. persons” (as such term is defined in Regulation S under the U.S. Securities Act) except pursuant to exemptions from the registration requirements of the U.S. Securities Act and applicable state securities laws.
About Antibe Therapeutics Inc.
Antibe develops safer medicines for pain and inflammation. Antibe’s technology involves linking a hydrogen sulfide-releasing molecule to an existing drug to produce a patented, improved medicine. Antibe’s lead drug ATB-346 targets the global need for a safer, non-addictive drug for chronic pain and inflammation. ATB-352, the second drug in Antibe’s pipeline, targets the urgent global need for a non-addictive analgesic for treating severe acute pain, while ATB-340 is a gastrointestinal-safe derivative of aspirin. Citagenix Inc., an Antibe subsidiary, is a market leader and worldwide distributor of regenerative medicine products for the dental marketplace. www.antibethera.com
The TSX Venture Exchange has in no way passed upon the merits of the proposed Offering and has neither approved nor disapproved the contents of this press release. 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 this release.
This news release contains certain “forward-looking information” as such term is defined under applicable Canadian securities laws. All statements, other than statements of historical fact, that address activities, events or developments that the Company believes, expects or anticipates will or may occur in the future (including, without limitation, statements relating to the Offering generally, the terms thereof and the use or proceeds from the Offering) constitute forward-looking information. This forward-looking information reflects the current expectations or beliefs of the Company based on information currently available to the Company as well as certain assumptions including, without limitation, the ability of the Company to complete the Offering in a timely manner and on the terms and conditions described in the news release. Forward-looking information is subject to a number of significant risks and uncertainties and other factors that may cause the actual results of the Company to differ materially from those discussed in the forward-looking information, and even if such actual results are realized or substantially realized, there can be no assurance that they will have the expected consequences to, or effects on the Company. Factors that could cause actual results or events to differ materially from current expectations include, but are not limited to, the failure of the Company to obtain the approval of the TSX Venture Exchange for the Offering; the inability of the Company to satisfy all conditions to the completion of the Offering and the risk of unforeseen delays in the completion of the Offering, if at all, whether as a result of market conditions or otherwise. Reference is also made to the risk factors disclosed under the heading “Risk factors” in the Company’s annual information form for the year ended March 31, 2019 which has been filed on SEDAR and is available under the Company’s profile at www.sedar.com.
Antibe Therapeutics Inc.
Chief Executive Officer
Tel: +1 416-473-4095