Full Press Release Details
MATERIAL CHANGE REPORT
Profound Medical Corp.
("Profound" or the "Company")
Unit 6, 2400 Skymark
Mississauga, Ontario
Press releases relating to the
material change were disseminated via Globe Newswire on January 22, 2020 and January 27, 2020 and were subsequently filed on the
System for Electronic Document Analysis and Retrieval (SEDAR)
On January 22, 2020, Profound
announced the pricing of an underwritten public offering of 2,950,000 common shares in the capital of the Company (the "Common
Shares") at a price of US$11.65 per Common Share (the "Offering Price") for aggregate gross proceeds
of US$34,367,500 (the "Offering"). The Company also granted the underwriters an over-allotment option to purchase
up to an additional 442,500 Common Shares at the Offering Price, exercisable in whole or in part at any time up to 30 days from
the closing. Cowen acted as the sole book-running manager for the Offering. Raymond James Ltd. acted as the co-manager for the
On January 27, 2020, Profound
announced the closing of the Offering. The Underwriters elected to exercise the over-allotment option in full, resulting in an
aggregate of 3,392,500 Common Shares being issued for aggregate gross proceeds to the Company of US$39,522,625.
The net proceeds of the Offering
are expected to be used: (i) to fund the commercial launch of TULSA-PRO in the United States and the continued commercialization
of TULSA-PRO and SONALLEVE globally; and (ii) for working capital and general corporate purposes.
Description of Material Change
On January 22, 2020, Profound
announced the pricing of an underwritten public offering of 2,950,000 Common Shares at the Offering Price for aggregate gross proceeds
of US$34,367,500. The Company also granted the underwriters an over-allotment option to purchase up to an additional 442,500 Common
Shares at the Offering Price, exercisable in whole or in part at any time up to 30 days from the closing. Cowen acted as the sole
book-running manager for the Offering. Raymond James Ltd. acted as the co-manager for the Offering.
On January 27, 2020, Profound
announced the closing of the Offering. The Underwriters elected to exercise the over-allotment option in full, resulting in an
aggregate of 3,392,500 Common Shares being issued for aggregate gross proceeds to the Company of US$39,522,625.
The net proceeds of the Offering
are expected to be used: (i) to fund the commercial launch of TULSA-PRO in the United States and the continued commercialization
of TULSA-PRO and SONALLEVE globally; and (ii) for working capital and general corporate purposes.
The Common Shares were offered
in each of the provinces of Canada, other than Qu bec, pursuant to a prospectus supplement (the "Prospectus Supplement")
to the Company's short form base shelf prospectus dated October 17, 2019 (the "Base Shelf Prospectus")
which the Company filed with the securities commissions or other security regulatory authorities in each of the provinces of Canada,
other than Qu bec. The Prospectus Supplement was also filed with the U.S. Securities and Exchange Commission as part of
the Company's registration statement on Form F-10 (the "Registration Statement") previously filed under
the multijurisdictional disclosure system adopted by the securities regulatory authorities in Canada and in the United States.
Copies of the Prospectus Supplement and the Base Shelf Prospectus can be found on SEDAR at www.sedar.com and on EDGAR at www.sec.gov,
and a copy of the Registration Statement can be found on EDGAR at www.sec.gov.
for Restructuring Transactions
No information has been omitted
in this material change report on the basis that it is confidential information.
The following is the name and
business telephone number of an executive officer of the Company who is knowledgeable about the material change and this report.
Forward-Looking Statements
This material change report includes forward-looking
statements regarding Profound and its business which may include, but is not limited to, statements with respect to the expected
use of the proceeds of the Offering. Often, but not always, forward-looking statements can be identified by the use of words such
as "plans", "is expected", "expects", "scheduled", "intends", "contemplates",
"anticipates", "believes", "proposes" or variations (including negative variations) of such
words and phrases, or state that certain actions, events or results "may", "could", "would",
"might" or "will" be taken, occur or be achieved. Such statements are based on the current expectations
of the management of Profound. The forward-looking events and circumstances discussed in this release may not occur by certain
specified dates or at all and could differ materially as a result of known and unknown risk factors and uncertainties affecting
Profound. Although Profound has attempted to identify important factors that could cause actual actions, events or results to differ
materially from those described in forward-looking statements, there may be other factors that cause actions, events or results
to differ from those anticipated, estimated or intended. No forward-looking statement can be guaranteed and actual future results
may vary materially. Accordingly, readers are advised not to place undue reliance on forward-looking statements or information.
Except as required by applicable securities laws, forward-looking statements speak only as of the date on which they are made and
Profound undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information,
future events, or otherwise, other than as required by law.