THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION
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STATES NEWSWIRE SERVICES OR DISSEMINATION IN THE UNITED STATES.
Avivagen Inc. (TSXV:VIV) (“Avivagen” or the
“Company”), a life sciences innovation company with a series
of patent protected products that support and optimize human and
animal health, is pleased to announce that it has closed the final
issuance (the “Offering”) of secured debentures (the
“Debentures”) for gross proceeds of $114,000.00. This
issuance is in addition to the issuance of $5.26 million of
Debentures closed on March 28, 2019.
The Debentures issued today have an aggregate principal amount
of $114,000.00 and purchasers of Debentures also received 26,206
common shares in the capital of the Company, an amount equal to 20%
of the principal amount of the Debentures divided by $0.87 per
share, being the closing price of the Company’s common shares on
the TSX Venture Exchange on April 8, 2018.
The Debentures bear interest at a rate of 10.0% per annum,
payable quarterly in arrears on the last day of January, April,
July, and October in each year and maturing on April 8, 2022 (the
“Maturity Date”). On each anniversary of the closing date
(including the Maturity Date), the Company shall also pay the
Debenture holders a maintenance fee of 2% of the outstanding
principal amount. The Debentures are secured by the assets of the
Company and are not convertible. The Company shall not be entitled
to prepay the Debentures at any time prior to the first anniversary
of closing, other than in the case of a change of control of
Avivagen. If the Company prepays the Debentures at any time prior
to the second anniversary of closing it will pay a fee equal to 2%
of the outstanding principal amount and if the Company prepays the
Debentures at any time thereafter, but prior to the Maturity Date,
it will pay a fee equal to 1% of the outstanding principal amount.
Avivagen shall have the option of paying all such fees by way of
cash or common shares, subject to approval of the TSX Venture
Exchange.
The Offering was completed by Bloom Burton Securities Inc. as
agent. Avivagen paid a cash fee equal to 6% of the gross proceeds
and issued common share purchase warrants equal to 6% of the gross
proceeds divided by $0.87 per share, each entitling the holder
thereof to purchase one common share at $0.87 per share for a
period of 2 years (the “Broker Warrants”). Total cash fees
paid amounted to $6,840.00 and 6,840 Broker Warrants were
issued.
Proceeds from the Offering will be used for working capital and
general corporate purposes.
The Debentures, common shares and Broker Warrants issued,
including the common shares issuable on exercise of the Broker
Warrants, are subject to restrictions on transfer, including a hold
period ending four months and one day from their date of issuance
under applicable Canadian securities laws.
Final approval of the Offering is subject to satisfaction of
customary conditions imposed by the TSX Venture Exchange.
This news release shall not constitute an offer to sell or the
solicitation of an offer to buy securities, including 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 Avivagen 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
registration, or an applicable exemption therefrom, under the 1993
Act and the securities laws of all applicable states.
About Avivagen
Avivagen is a life sciences corporation focused on developing
and commercializing products for livestock, companion animal and
human applications that, by safely supporting immune function,
promote general health and performance. It is a public corporation
traded on the TSX Venture Exchange under the symbol VIV and is
headquartered in Ottawa, Canada, based in partnership facilities of
the National Research Council of Canada and Charlottetown, Prince
Edward Island. For more information, visit www.avivagen.com. The
contents of the website are expressly not incorporated by reference
in this press release.
About OxC-beta™ Technology and OxC-beta™ Livestock
Avivagen’s OxC-beta™ technology is derived from Avivagen
discoveries about carotenoids, compounds that give certain fruits
and vegetables their bright colours, and is a non-antibiotic means
of maintaining optimal health and growth. OxC-beta™ Livestock is a
proprietary product shown to be effective and economic in replacing
the antibiotics commonly added to livestock feeds. OxC-beta™
Livestock is currently registered and available for sale in the
United States, Philippines, Taiwan, New Zealand and Thailand.
Avivagen’s OxC-beta™ Livestock product is safe, effective and
could fulfill the global mandate to remove all in-feed antibiotics
as growth promoters. Numerous international livestock trials with
poultry and swine using OxC-beta™ Livestock have proven that the
product performs as well as, and, sometimes, in some aspects,
better than in-feed antibiotics.
About Vivamune™ Health Chews (Vivamune™)
Vivamune™ is an all-in-one chew that can dramatically simplify a
pet’s supplement routine. Featuring a newly-discovered, novel
immune-supporting active ingredient, OxC-beta™, Vivamune™ targets
joints, skin and digestive health all in a single, tasty chew a pet
will love. Vivamune™ is available for sale in the United States,
Canada, Philippines and Taiwan. For more information, visit
www.vivamunehealth.com. The contents of the website are expressly
not incorporated by reference in this press release.
Forward Looking Statements
This news release includes certain forward-looking statements
that are based upon the current expectations of management.
Forward-looking statements involve risks and uncertainties
associated with the business of Avivagen and the environment in
which the business operates. Any statements contained herein that
are not statements of historical facts may be deemed to be
forward-looking, including those identified by the expressions
“aim”, “anticipate”, “appear”, “believe”, “consider”, “could”,
“estimate”, “expect”, “if”, “intend”, “goal”, “hope”, “likely”,
“may”, “plan”, “possibly”, “potentially”, “pursue”, “seem”,
“should”, “whether”, “will”, “would” and similar expressions.
Statements about OxC-beta’s ability to replace antibiotics commonly
added to livestock feeds or to fulfill the global mandate to remove
in-feed antibiotics as growth promoters and the use of proceeds of
the Offering set out in this news release are forward-looking
statements. These forward-looking statements are subject to a
number of risks and uncertainties that could cause actual results
or events to differ materially from current expectations. For
instance, Avivagen’s products may not gain market acceptance or
regulatory approvals necessary to fulfill the global mandate to
remove in-feed antibiotics as growth promoters and circumstances
may require that Avivagen apply the net proceeds of the Offering
differently than anticipated. Except as required by law, Avivagen
assumes no obligation to update the forward-looking statements, or
to update the reasons why actual results could differ from those
reflected in the forward-looking statements.
Neither 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.
Copyright © 2019 Avivagen Inc. OxC-beta™ is a trademark of
Avivagen Inc.
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version on businesswire.com: https://www.businesswire.com/news/home/20190409005624/en/
Avivagen Inc.Drew BasekDirector of Investor Relations100 Sussex
Drive, Ottawa, Ontario, Canada K1A 0R6Phone: 416-540-0733E-mail:
d.basek@avivagen.com
Kym AnthonyInterim Chief Executive Officer100 Sussex Drive,
Ottawa, Ontario, Canada K1A 0R6Head Office Phone:
613-949-8164Website: www.avivagen.com
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