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SAINT LAURENT, Quebec, Dec. 05, 2023 (GLOBE NEWSWIRE) — IntelGenx Applied sciences Corp. (TSX:IGX) (OTCQB:IGXT) (“IntelGenx” or the “Firm”) pronounces the closing of the beforehand introduced subsequent non-brokered non-public placement (the “Subsequent atai Subscription”) of 750 items (“US Items”) with atai Life Sciences AG (“atai”) for combination gross proceeds of US$750,000, on the identical phrases because the August 31, 2023, providing of items (the “Preliminary Providing” and along with the Subsequent atai Subscription, the “Providing”), following the Shareholder Approvals (as outlined beneath) obtained on the particular assembly held on November 28, 2023 (the “Particular Assembly”).
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atai, a big shareholder and associate of the Firm, subscribed, on the date hereof, for 750 US Items at a value of US$1,000 per US Unit, every US Unit being comprised of a US$1,000 principal quantity convertible promissory observe (the “US Notes”) and 5,405 frequent inventory buy warrants (the “US Warrants”). The US Notes are convertible into shares of frequent inventory of the Firm (the “Shares”) on the choice of atai at a value of US$0.185 (the “US Conversion Worth”) at anytime following their issuance as much as and together with August 31, 2026, and bear curiosity at 12% each year, payable quarterly, in arrears. The US Warrants entitle atai to buy Shares at a value of US$0.26 per Share till December 4, 2026.
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All securities issued in reference to the Subsequent atai Subscription, together with Shares issuable pursuant to the conversion of the US Notes or train of the US Warrants, are topic to a 6-month maintain interval, throughout which era buying and selling within the securities is restricted in accordance with relevant securities legal guidelines.
Shareholder Approvals
The Firm introduced on November 28, 2023, that the shareholders (the “Shareholders”) voted to approve the entire proposals associated to sure financing transactions involving atai beforehand disclosed by the Firm on August 31, 2023 (the “Financing Transactions”), together with the next proposals required for the Firm to proceed with the Financing Transactions not beforehand closed:
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- the issuance of Shares at costs which can be lower than the minimal value permitted underneath the foundations of the TSX (the “Pricing Shareholder Approval”);
- the issuance of Shares in extra of 24.99% of the issued and excellent Shares in reference to the Financing Transactions (the “Basic Shareholder Approval”); and
- the issuance of Shares to “insiders” of the Firm (as such time period is outlined within the insurance policies of the TSX) in extra of 9.99% of the issued and excellent Shares in reference to the Financing Transactions (the “Insider Shareholder Approval” and along with the Pricing Shareholder Approval and the Basic Shareholder Approval, the “Shareholder Approvals”).
All issues have been accepted by the required majorities which, within the case of the Pricing Shareholder Approval and the Insider Shareholder Approval, excluded the votes connected to the Shares beneficially owned, immediately or not directly, by atai, in accordance with the foundations of the TSX and relevant securities rules.
Name Possibility
Additional to the receipt by IntelGenx of the Shareholder Approvals and the conditional approval of the Toronto Inventory Change (pursuant to which, amongst different issues, the Toronto Inventory Change has conditionally accepted the itemizing of the Shares underlying the Name Possibility Items (as outlined beneath, topic to IntelGenx fulfilling all of the itemizing necessities of the Toronto Inventory Change) in reference to the decision choice granted to atai and described within the definitive proxy assertion of the Firm dated October 16, 2023 (the “Name Possibility”), atai has now the power to train the Name Possibility and buy as much as an extra 7,401 US Items (the “Name Possibility Items”) at any time previous to August 31, 2026. The Name Possibility Items, to the extent atai workout routines the Name Possibility in complete or partly, will probably be issued on the identical phrases because the US Items, together with with respect to the US Conversion Worth, maturity date, rate of interest and the variety of warrants issued in connection therewith. As beforehand disclosed, the issuance of any Name Possibility Items will end in a corresponding discount in atai’s remaining buy proper pursuant to the amended and restated securities buy settlement dated Might 14, 2021, which such proper to be lowered by the variety of Shares issuable upon the conversion of the principal quantity excellent underneath such issued Name Possibility Items.
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Associated Occasion Transaction
As beforehand disclosed by the Firm, atai is an insider of the Firm because of its useful possession of, or management or path over, immediately or not directly, larger than 10% of the excellent Shares. The participation of atai within the Subsequent atai Subscription and the grant of the Name Possibility, each thought-about independently in addition to collectively as an entire, represent a “associated occasion transaction” throughout the which means of Multilateral Instrument 61-101 – Safety of Minority Safety Holders in Particular Transactions (“MI 61-101”) which, absent any accessible exemption, would require a proper valuation and minority approval underneath MI 61-101. Extra particulars on the associated occasion transaction might be discovered within the materials change report of the Firm dated September 8, 2023, the definitive proxy assertion of the Firm dated October 16, 2023 with respect to the Particular Assembly and the Firm’s press launch dated November 13, 2023.
About IntelGenx
IntelGenx is a number one drug supply firm targeted on the event and manufacturing of pharmaceutical movies.
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IntelGenx’s superior movie applied sciences, together with VersaFilm®, DisinteQ™, VetaFilm® and transdermal VevaDerm™, permit for subsequent era pharmaceutical merchandise that handle unmet medical wants. IntelGenx’s progressive product pipeline presents important advantages to sufferers and physicians for a lot of therapeutic situations.
IntelGenx’s extremely expert crew gives complete prescription drugs providers to pharmaceutical companions, together with R&D, analytical methodology growth, scientific monitoring, IP and regulatory providers. IntelGenx’s state-of-the-art manufacturing facility presents full service by offering lab-scale to pilot- and commercial-scale manufacturing. For extra info, go to www.intelgenx.com.
Ahead-Wanting Data
This doc could include forward-looking info which contain substantial dangers and uncertainties. Statements that aren’t purely historic are forward-looking statements throughout the which means of Part 21E of the Securities Change Act of 1934, as amended, and Part 27A of the Securities Act of 1933, as amended. All statements, aside from statements of historic truth, contained on this press launch together with, however not restricted to, typically, the “About IntelGenx” paragraph which primarily describe the Company’s outlook and aims, represent “forward-looking info” or “forward-looking statements” and are based mostly on essentially based mostly upon a variety of estimates and assumptions that, whereas thought-about cheap by the Company because the time of such statements, are inherently topic to important enterprise, financial and aggressive uncertainties and contingencies. All forward-looking statements are expressly certified of their entirety by this cautionary assertion. As a result of these forward-looking statements are topic to a variety of dangers and uncertainties, IntelGenx’ precise outcomes, aims and plans may differ materially from these expressed or implied by these forward-looking statements. Components that might trigger or contribute to such variations embrace, however aren’t restricted to, these mentioned underneath the heading “Danger Components” in IntelGenx’ annual report on Type 10-Okay, filed with the US Securities and Change Fee and accessible at www.sec.gov, and likewise filed with Canadian securities regulatory authorities at www.sedarplus.ca. IntelGenx assumes no obligation to replace any such forward-looking statements. Furthermore, all forward-looking info contained herein is topic to sure assumptions. There might be no assurance that such approvals will probably be obtained.
For extra info, please contact:
Stephen Kilmer
Investor Relations
(647) 872-4849
stephen@kilmerlucas.com
Or
Andre Godin, CPA, CA
President and CFO
IntelGenx Applied sciences Corp.
(514) 331-7440 ext 203
andre@intelgenx.com
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