Zomedica Corp. Announces $25.0 Million Bought Deal Offering of Common Shares
08 Februar 2021 - 11:01PM
Zomedica Corp. (NYSE American: ZOM), (“Zomedica” or the “Company”),
a veterinary health company creating point-of-care
diagnostics products for dogs and cats, today announced that it has
entered into an underwriting agreement with H.C. Wainwright &
Co., LLC under which the underwriter has agreed to purchase on a
firm commitment basis 13,157,895 common shares of Zomedica, at
a price to the public of $1.90 per share, less underwriting
discounts and commissions. The closing of the offering is expected
to occur on or about February 11, 2021, subject to satisfaction of
customary closing conditions.
H.C. Wainwright & Co. is acting as the sole
book-running manager for the offering.
Zomedica also has granted to the underwriter a
30-day option to purchase up to 1,973,684 additional common
shares at the public offering price, less underwriting discounts
and commissions.
The gross proceeds are expected to be
approximately $25.0 million, before deducting underwriting
discounts and commissions and other offering expenses payable by
Zomedica. Zomedica intends to use the net proceeds from the
offering for the continued development of its diagnostic platforms,
including making milestone payments, if any, as they come due,
under its existing license and collaboration agreements, for
strategic acquisitions if and when they become available, and other
general corporate and working capital purposes and may use a
portion of the net proceeds to repurchase some or all of its
outstanding Series 1 Preferred Shares, although no agreement has
been reached with respect to the terms or conditions of any such
repurchase.
A shelf registration statement on Form S-3
(Registration No. 333-228926) relating to the securities being
offered was filed with the Securities and Exchange Commission
(“SEC”) and was declared effective on January 30, 2019. The
offering is being made only by means of a prospectus supplement and
accompanying base prospectus. A preliminary prospectus supplement
and accompanying base prospectus relating to the offering will be
filed with the SEC and will be available for free on the SEC's
website located at http://www.sec.gov. When available, electronic
copies of the preliminary prospectus supplement and accompanying
base prospectus relating to the public offering may be obtained by
contacting H.C. Wainwright & Co., LLC, 430 Park Avenue, 3rd
Floor, New York, NY 10022, by telephone at (646) 975-6996, or by
email to placements@hcwco.com.
The common shares are not being offered to
residents of Canada or persons in Canada. The common shares are
being sold on the basis of prospectus exemptions under applicable
Canadian securities laws.
This press release shall not constitute an offer
to sell or the solicitation of an offer to buy, nor shall there be
any sale of these securities in any jurisdiction in which such
offer, solicitation or sale would be unlawful prior to the
registration or qualification under the securities laws of any such
jurisdiction. Any offer, if at all, will be made only by means of
the prospectus supplement and accompanying base prospectus forming
a part of the effective registration statement.
About ZomedicaBased in Ann
Arbor, Michigan, Zomedica (NYSE American: ZOM) is a
veterinary health company creating products for dogs and cats by
focusing on the unmet needs of clinical veterinarians. Zomedica’s
product portfolio will include innovative diagnostics and medical
devices that emphasize patient health and practice health. It is
Zomedica’s mission to provide veterinarians the opportunity to
increase productivity and grow revenue while better serving the
animals in their care. For more information,
visit www.ZOMEDICA.com.
Follow Zomedica
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Alerts: http://investors.zomedica.com
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LinkedIn: https://www.linkedin.com/company/zomedica
Forward-Looking
StatementsExcept for statements of historical fact, this
news release contains certain "forward-looking information" or
“forward-looking statements” (collectively, “forward-looking
information”) within the meaning of applicable securities law.
Forward-looking information is frequently characterized by words
such as "plan", "expect", "project", "intend", "believe",
"anticipate", "estimate" and other similar words, or statements
that certain events or conditions "may" or "will" occur and include
statements relating to Zomedica’s expectations regarding the public
offering. Although we believe that the expectations reflected in
the forward-looking information are reasonable, there can be no
assurance that such expectations will prove to be correct. We
cannot guarantee future results, performance or achievements.
Consequently, there is no representation that the actual results
achieved will be the same, in whole or in part, as those set out in
the forward-looking information.
Forward-looking information is based on the
opinions and estimates of management at the date the statements are
made and are subject to a variety of risks and uncertainties and
other factors that could cause actual events or results to differ
materially from those anticipated in the forward-looking
information. Some of the risks and other factors that could cause
the results to differ materially from those expressed in the
forward-looking information include, but are not limited to: market
and other conditions, the completion of the public offering, the
satisfaction of customary closing conditions related to the public
offering and the intended use of net proceeds from the public
offering. There can be no assurance that Zomedica will be able to
complete the public offering on the anticipated terms, or at all,
as well as uncertainty as to whether our strategies and business
plans will yield the expected benefits; uncertainty as to the
timing and results of development work and pilot and pivotal
studies, uncertainty as to the likelihood and timing of regulatory
approvals, availability and cost of capital; the ability to
identify and develop and achieve commercial success for new
products and technologies; veterinary acceptance of our products;
competition from related products; the level of expenditures
necessary to maintain and improve the quality of products and
services; changes in technology and changes in laws and
regulations; our ability to secure and maintain strategic
relationships; risks pertaining to permits and licensing,
intellectual property infringement risks, risks relating to future
clinical trials, regulatory approvals, safety and efficacy of our
products, the use of our product, intellectual property protection,
risks related to the novel coronavirus disease 2019 (“COVID-19”)
and its impact upon Zomedica’s business operations generally,
including Zomedica’s ability to develop its diagnostic products,
and the other risk factors disclosed in the prospectus supplement
and the accompanying base prospectus as well as our filings with
the Securities and Exchange Commission and under our profile on
SEDAR at www.sedar.com. Readers are cautioned that this list of
risk factors should not be construed as exhaustive.
The forward-looking information contained in
this news release is expressly qualified by this cautionary
statement. We undertake no duty to update any of the
forward-looking information to conform such information to actual
results or to changes in our expectations except as otherwise
required by applicable securities legislation. Readers are
cautioned not to place undue reliance on forward-looking
information.
Investor Relations Contact: PCG
AdvisoryKirin Smith, Presidentksmith@pcgadvisory.com+1
646.863.6519
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