Full Press Release Details
Edesa Biotech Announces $10.0 Million
Registered Direct Offering Priced At-The-Market Under Nasdaq Rules
ON / ACCESSWIRE / March 22, 2022 / Edesa Biotech, Inc. (NASDAQ:EDSA), a clinical-stage
biopharmaceutical company focused on inflammatory and immune-related diseases, today announced that it has entered into a definitive
agreement with a single healthcare-focused institutional investor for the purchase and sale of 2,739,727 of the Company's common shares
(or common share equivalents) at a purchase price of $3.65 per common share (or common share equivalent) in a registered direct offering
priced at-the-market under Nasdaq rules. The closing of the offering is expected to occur on or about March 24, 2022, subject to
the satisfaction of customary closing conditions.
In addition, in a concurrent private
placement, the Company will issue to the investor warrants to purchase up to 2,739,727 common shares. The warrants have an exercise price
of $3.52 per common share, will be immediately exercisable and will have a term of five and one-half years.
H.C. Wainwright & Co. is acting
as the exclusive placement agent for the offering.
The gross proceeds to the Company from
this offering are expected to be approximately $10.0 million, before deducting the placement agent's fees and other offering expenses
payable by the Company. The Company intends to use the net proceeds from this offering for working capital and general corporate purposes.
common shares (or common share equivalents) described above (but not the warrants issued in the concurrent private placement or the common
shares underlying such warrants) are being offered by the Company pursuant to a "shelf" registration statement on Form S-3
(File No. 333-233567) previously filed with the Securities and Exchange Commission (the "SEC") and declared effective
by the SEC on September 12, 2019. The offering of the common shares (or common share equivalent) is made only by means of a prospectus,
including a prospectus supplement, forming a part of the effective registration statement. A final prospectus supplement and accompanying
prospectus relating to the registered direct offering will be filed with the SEC. Electronic copies of the final prospectus supplement
and accompanying prospectus may be obtained, when available, on the SEC's website at http://www.sec.gov or
by contacting H.C. Wainwright & Co., LLC at 430 Park Avenue, 3rd Floor, New York, NY 10022, by phone at (212) 865-5711 or e-mail
The warrants described above were offered
in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the "Act"), and Regulation
D promulgated thereunder and, along with the common shares underlying the warrants, have not been registered under the Act, or applicable
state securities laws. Accordingly, the warrants and underlying common shares may not be offered or sold in the United States except
pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Act and such applicable
state securities laws.
This press release shall not constitute
an offer to sell or a solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state
or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the
securities laws of any such state or other jurisdiction.
Edesa Biotech, Inc. (NASDAQ:EDSA)
is a clinical-stage biopharmaceutical company focused on developing innovative treatments for inflammatory and immune-related diseases
with clear unmet medical needs. The company's two lead product candidates, EB05 and EB01, are in later stage clinical studies. EB05 is
a monoclonal antibody therapy that we are developing as a treatment for Acute Respiratory Distress Syndrome (ARDS). ARDS is a life-threatening
form of respiratory failure, and the leading cause of death among COVID-19 patients. Edesa is also developing an sPLA2 inhibitor, designated
as EB01, as a topical treatment for chronic allergic contact dermatitis (ACD), a common, potentially debilitating condition and occupational
illness. EB01 employs a novel, non-steroidal mechanism of action and in two clinical studies has demonstrated statistically significant
improvement of multiple symptoms in ACD patients. The company is based in Markham, Ontario, Canada, with a U.S. subsidiary located in
Forward-Looking Statements
This press release may contain forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934,
as amended. Forward-looking statements may be identified by the use of words such as "anticipate," "believe," "plan,"
"estimate," "expect," "intend," "may," "will," "would," "could,"
"should," "might," "potential," or "continue" and variations or similar expressions, including
statements related to: the completion of the offering and the anticipated use of proceeds, upcoming milestones in the company's clinical
studies, including enrollment milestones and interim readouts for its COVID-19 and dermatitis studies. Readers should not unduly rely
on these forward-looking statements, which are not a guarantee of future performance. There can be no assurance that forward-looking
statements will prove to be accurate, as all such forward-looking statements involve known and unknown risks, uncertainties and other
factors which may cause actual results or future events to differ materially from the forward-looking statements. Such risks include:
market and other conditions, those relating to the completion of the offering and the anticipated use of proceeds, the ability of Edesa
to obtain regulatory approval for or successfully commercialize any of its product candidates, the risk that access to sufficient capital
to fund Edesa's operations may not be available or may be available on terms that are not commercially favorable to Edesa, the risk that
Edesa's product candidates may not be effective against the diseases tested in its clinical trials, the risk that Edesa fails to comply
with the terms of license agreements with third parties and as a result loses the right to use key intellectual property in its business,
Edesa's ability to protect its intellectual property, the timing and success of submission, acceptance and approval of regulatory filings,
and the impacts of public health crises, such as COVID-19. Many of these factors that will determine actual results are beyond the company's
ability to control or predict. For a discussion of further risks and uncertainties related to Edesa's business, please refer to Edesa's
public company reports filed with the U.S. Securities and Exchange Commission and the British Columbia Securities Commission. All forward-looking
statements are made as of the date hereof and are subject to change. Except as required by law, Edesa assumes no obligation to update
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