VANCOUVER, BRITISH COLUMBIA, June 22, 2020 — Genix Pharmaceuticals Corporation (TSX-V: GENX) (the “Company”), is pleased to announce a non-brokered private placement (the “Private Placement”) for total gross proceeds of up to $562,500, subject to a 15% over-allotment option. The Private Placement will consist of up to 3,750,000 units (excluding any over-allotment) of the Company (each a “Unit”) at a price of $0.15 per Unit. Each Unit will consist of one common share of the Company (a “Share”) and one-half of one transferrable Share purchase warrant (each whole warrant a “Warrant”). Each Warrant will entitle the holder thereof to acquire one Share at a price of $0.30 for a period of 2 years following closing of the Private Placement (the “Expiry Date”), subject to acceleration.
If the closing price of the Shares on the TSX Venture Exchange (the “Exchange”) is greater than $0.50 for 10 consecutive trading days, then the Company may, at is sole option, elect to provide notice (the “Acceleration Notice”) to the holders of the Warrants, which Acceleration Notice may be provided by news release, that the Warrants will expire at 4:00 p.m. (Vancouver time) on the date that is 30 days from the date of the Acceleration Notice (the “Accelerated Expiry Date”). In such instance, all Warrants that are not exercised prior to the Accelerated Expiry Date will expire on the Accelerated Expiry Date.
The Private Placement will be available to existing security holders of the Company utilizing BC Instrument 45-534 – Exemption from Prospectus Requirements for Certain Trades to Existing Securityholders and other provincial equivalents (collectively, the “Existing Security Holder Exemptions”). The Company will make the Private Placement available to all shareholders of the Company as of June 23, 2020 (the “Record Date”) who are eligible to participate under the Existing Security Holder Exemptions and who have notified the Company of their intention to participate in the Private Placement. The Existing Security Holder Exemptions limit a shareholder to a maximum investment of $15,000 unless the shareholder certifies in the subscription agreement that they have obtained advice regarding the suitability of the investment from a registered investment dealer or otherwise qualifies to rely on another private placement exemption.
In the subscription agreement, shareholders will be required to certify that, on or before the Record Date, they acquired and held, Shares. Each existing shareholder on the Record Date will be entitled to purchase Shares which will be allocated by the Company on a first come, first served basis such that it is possible that a subscription received from a shareholder may not be accepted by the Company if the Private Placement is over subscribed. Any person who becomes a shareholder of the Company after the Record Date shall not be entitled to participate in the Private Placement under the Existing Security Holder Exemptions.
Proceeds of the Private Placement will be used for acquisition payments pursuant to an agreement dated January 10, 2020 to purchase rights to two nutraceutical drugs named Sucanon® and Renochlor® (see news releases dated January 14 and March 3 for further information), to acquire rights to Flu-X® pursuant to agreement dated March 24, 2020 (see news release dated March 27 for further information), and for general working capital purposes.
In connection with certain subscriptions under the Private Placement, the Company may pay a cash commission and issue finder’s warrants pursuant to and in accordance with applicable securities laws and Exchange policy. The Private Placement is subject to the acceptance of the Exchange.
On behalf of the Board,
Sina Pirooz, CEO, Director
Genix Pharmaceuticals Corporation
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Advisory Regarding Forward Looking Statements
This news release contains forward-looking statements regarding the Private Placement, closing of the Private Placement and use of proceeds of the Private Placement. These forward-looking statements are provided as of the date of this news release and reflect predictions, expectations or beliefs regarding future events based on the Company’s current beliefs, as well as various assumptions made by and information currently available to them. In making the forward-looking statements included in this news release, the Company has applied several material assumptions, including, but not limited to, the assumption that regulatory approval of the Private Placement will be obtained in a timely manner; that all conditions precedent to the completion of the Private Placement will be satisfied in a timely manner; that general economic and business conditions will not change in a materially adverse manner; and that the Company will be able to raise additional funds on reasonable terms. Although management considers these assumptions to be reasonable based on information available to it, they may prove to be incorrect. By their very nature, forward-looking statements involve inherent risks and uncertainties, both general and specific, and risks exist that estimates, forecasts, projections and other forward-looking statements will not be achieved or that assumptions on which they are based do not reflect future experience. We caution readers not to place undue reliance on these forward-looking statements as a number of important factors could cause the actual outcomes to differ materially from the expectations expressed in them. These risk factors may be generally stated as the risk that the assumptions expressed above do not occur, but specifically include, without limitation, risks relating to: general market conditions; the Company’s ability to secure financing on favourable terms. The foregoing list of factors that may affect future results is not exhaustive. When relying on our forward-looking statements, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. The Company does not undertake to update any forward-looking statement, whether written or oral, that may be made from time to time by the Company or on behalf of the Company, except as required by law.
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.