MONTREAL, QUEBEC–(Marketwired – Dec. 22, 2014) – THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Knight Therapeutics Inc. (“Knight” or the “Company”) (TSX:GUD) today announced that it has completed its previously announced bought deal offering (the “Offering”) for gross proceeds of approximately $87.0 million of common shares of Knight (“Common Shares”). The Offering was completed through a syndicate of underwriters led by GMP Securities L.P. and including Cormark Securities Inc., National Bank Financial Inc., Laurentian Bank Securities Inc., Bloom Burton & Co. Limited, Clarus Securities Inc., Mackie Research Capital Corporation and TD Securities Inc. (the “Underwriters”), who have purchased, on a bought deal basis, an aggregate of 12,882,800 Common Shares at a price of $6.75 per Common Share. In addition, the Underwriters have the option, exercisable for a period of 30 days after the date hereof, to acquire up to an aggregate of 1,932,420 additional Common Shares ($13,043,835) at the offering price to cover over-allotments, if any and for market stabilization purposes (the “Over-Allotment Option”). If the Over-Allotment Option is exercised in full, the total gross proceeds of the Offering shall be $100,002,735.
The Common Shares were offered by way of a short form prospectus in all of the provinces of Canada, as well as in the United States under applicable registration statement exemptions. The proceeds of the Offering will be used to fund Knight's future growth as well as for general corporate purposes.
The securities that were sold have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and were not offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from the registration requirements. 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 the securities in any State in which such offer, solicitation or sale would be unlawful.
Long Zone Holdings Inc. (formerly 3487911 Canada Inc.) (“Long Zone”), a company controlled by Mr. Jonathan Ross Goodman, the President and Chief Executive Officer of the Company, purchased 719,259 Common Shares under the Offering and Jeffrey Kadanoff, Chief Financial Officer of the Company purchased 10,000 Common Shares. When commenting on this financing, Jonathan Ross Goodman said “Vision without financing is a hallucination. With this financing complete, we now see a clear, unobstructed path toward our goal of becoming Canada's leading specialty pharmaceutical company.”
Long Zone and Mr. Kadanoff's participation in the Offering constitute “related party transactions” as defined in Regulation 61-101 respecting Protection of Minority Security Holders in Special Transactions (“MI 61-101”). The Offering is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of the securities issued to insiders nor the consideration for such securities by insiders exceed 25% of the Company's market capitalization. The Company did not file a material change report 21 days prior to closing of the Offering as the details of the participation of insiders of the Company in the Offering had not been confirmed at that time. The Offering, including the insider participation therein, has been unanimously approved by the board of directors of the Company.
About Knight Therapeutics Inc.
Knight Therapeutics Inc., headquartered in Montreal, Canada, is a specialty pharmaceutical company focused on acquiring or in-licensing innovative pharmaceutical products for the Canadian and world markets. Knight Therapeutics' shares began trading on TSX-V on March 3, 2014 and graduated to TSX on April 29, 2014 under the symbol GUD. For more information about Knight Therapeutics Inc., please visit the company's web site at www.gud-knight.com or www.sedar.com.
Forward-Looking Statements
This press release may contain forward-looking statements and predictions. These forward-looking statements, by their nature, necessarily involve risks and uncertainties that could cause actual results to differ materially from those contemplated by the forward-looking statements. The Company considers the assumptions on which these forward-looking statements are based to be reasonable at the time they were prepared, but cautions that these assumptions regarding the future events, many of which are beyond the control of the Company and its subsidiaries, may ultimately prove to be incorrect. Factors and risks, which could cause actual results to differ materially from current expectations, are discussed in the Company's Listing Application dated February 21, 2014 and its short form prospectus dated December 16, 2014. The Company disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information or future events, except as required by law.
