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IN THE UNITED STATES/
CALGARY, June 20, 2017 /CNW/ - Resverlogix Corp. ("Resverlogix" or the "Company") (TSX:RVX) today closed its previously-announced offering, issuing a total of $10 million of its equity units.
Eastern Capital Limited ("Eastern") and Shenzhen Hepalink Pharmaceutical Co., Ltd. ("Hepalink") purchased a total of 2,951,313 equity units at a price of $1.80 per unit for aggregate proceeds of $5.3 million pursuant to a non-brokered private placement. Eastern and Hepalink purchased 1,617,980 and 1,333,333 equity units, respectively. In addition, under the previously-announced overnight marketed equity offering conducted by Bloom Burton Securities Inc., subscribers purchased an additional 2,552,489 equity units at a price of $1.80 per unit for aggregate proceeds of an additional $4.6 million.
Each equity unit consists of one common share and one common share purchase warrant. Each warrant is exercisable at a price of $2.05 per underlying common share for a period of four years from the closing of the offering. The units purchased pursuant to the overnight marketed equity offering were qualified for sale by way of a prospectus supplement dated June 13, 2017 to Resverlogix's base shelf prospectus dated October 1, 2015 (together, the "Prospectus"), which was filed in each of the Provinces of Canada, other than Quebec. The units purchased by Eastern and Hepalink were purchased pursuant to a private placement and are subject to a four month hold period. After the completion of the offerings, Resverlogix has 111,205,345 common shares issued and outstanding.
Prior to completion of the offerings, Eastern held 20,565,307 common shares and 8,000,237 common share purchase warrants of Resverlogix which represented 19.46 percent of the common shares outstanding before giving effect to any outstanding warrants and 25.12 percent of the outstanding common shares assuming the exercise by Eastern of its warrants. After giving effect to the offerings, Eastern holds 22,183,287 common shares and 9,618,217 common share purchase warrants which represents 19.95 percent of the common shares outstanding before giving effect to any outstanding warrants and 26.32 percent of the outstanding common shares assuming the exercise by Eastern of its warrants.
Prior to completion of the offerings, Hepalink held 13,270,000 common shares and 1,000,000 common share purchase warrants of Resverlogix which represented 12.55 percent of common shares outstanding before giving effect to any outstanding warrants and 13.37 percent of the outstanding common shares assuming the exercise by Hepalink of its warrants. After giving effect to the offerings, Hepalink holds 14,603,333 common shares and 2,333,333 common share purchase warrants which represents 13.13 percent of the common shares outstanding before giving effect to any outstanding warrants and 14.92 percent of the outstanding common shares assuming the exercise by Hepalink of its warrants.
The subscriptions for units by Eastern and Hepalink are related party transactions within the meaning of applicable Canadian securities laws as Eastern and Hepalink are insiders of the Company. The subscriptions by Eastern and Hepalink are exempt from the formal valuation and minority approval requirements applicable to related party transactions on the basis that the value of the transactions insofar as they involve related parties is less than 25 percent of the Company's market capitalization.
The net proceeds of the offerings will be used to fund research and development activities, including but not limited to, clinical trial activities related to the Phase 3 BETonMACE trial, the Phase 2a kidney dialysis trial and Fabry disease trial, general and administrative expenses, working capital needs and other general corporate purposes.
The securities described herein have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and accordingly, may not be offered or sold to, or for the account or benefit of, persons in the United States or to U.S. Persons (as such term is defined in Regulation S under the U.S. Securities Act), except in compliance with the registration requirements of the U.S. Securities Act and applicable state securities requirements or pursuant to exemptions therefrom. This press release does not constitute an offer to sell or a solicitation of an offer to buy any of the Company's securities to, or for the account or benefit of, persons in the United States or U.S. Persons.
Resverlogix is developing apabetalone (RVX-208), a first-in-class, small molecule that is a selective BET (bromodomain and extra-terminal) inhibitor. BET bromodomain inhibition is an epigenetic mechanism that can regulate disease-causing genes. Apabetalone is the first and only BET inhibitor selective for the second bromodomain (BD2) within the BET protein called BRD4. This selective inhibition of apabetalone on BD2 produces a specific set of biological effects with potentially important benefits for patients with high-risk cardiovascular disease (CVD), diabetes mellitus (DM), chronic kidney disease, dialysis, Alzheimer's disease, Fabry disease, other orphan diseases, and peripheral artery disease, while maintaining a well described safety profile. Apabetalone is the only selective BET bromodomain inhibitor in human clinical trials. Apabetalone is currently being studied in a Phase 3 trial, BETonMACE, in high-risk CVD patients with type 2 DM and low high-density lipoprotein (HDL), and is expected to be initiated in a Phase 2a kidney dialysis trial designed to evaluate biomarker changes and safety parameters in up to 30 patients with end-stage renal disease treated with hemodialysis.
Resverlogix common shares and warrants trade on the Toronto Stock Exchange (TSX:RVX and RVX.WT).
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This news release may contain certain forward-looking information as defined under applicable Canadian securities legislation, that are not based on historical fact, including without limitation statements containing the words "believes", "anticipates", "plans", "intends", "will", "should", "expects", "continue", "estimate", "forecasts" and other similar expressions. In particular, this news release includes forward looking information relating to the use of net proceeds from the offerings, and the potential role of apabetalone in the treatment of CVD, DM, chronic kidney disease, end-stage renal disease treated with hemodialysis, Alzheimer's disease, Fabry disease, and Orphan diseases. Our actual results, events or developments could be materially different from those expressed or implied by these forward-looking statements. We can give no assurance that any of the events or expectations will occur or be realized. By their nature, forward-looking statements are subject to numerous assumptions and risk factors including those discussed in our Annual Information Form and most recent MD&A which are incorporated herein by reference and are available through SEDAR at www.sedar.com. The forward-looking statements contained in this news release are expressly qualified by this cautionary statement and are made as of the date hereof. The Company disclaims any intention and has no obligation or responsibility, except as required by law, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
SOURCE Resverlogix Corp.