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LAVAL, QC, Dec. 5, 2017 /CNW/ - BELLUS Health Inc. (TSX: BLU) (BELLUS Health or the Company) today announced that it has priced its overnight marketed equity offering announced yesterday and its lead agent, Bloom Burton Securities Inc., on behalf of a syndicate of agents that includes Cormark Securities Inc. and Mackie Research Capital Corporation, has confirmed up to $20 million in demand for common shares at a price of $0.38 per share. The offering is to be effected on a best efforts basis in each of the Canadian provinces by way of a prospectus supplement to BELLUS Health's base shelf prospectus dated November 23, 2017. In addition, the common shares may also be offered for sale in the United States through one or more United States registered broker-dealer(s) appointed by the agents as sub-agent(s) pursuant to exemptions from the registration requirements of the United States Securities Act of 1933, as amended (the "U.S. Securities Act") and applicable state laws. Prior to the completion of the offering, BELLUS Health has 66,866,001 common shares issued and outstanding.
In connection with the offering, the agents will be paid a cash commission equal to 6.0% of the gross proceeds of up to $10,000,000 raised in connection with the offering, 5.0% of the gross proceeds (if any) in excess of $10,000,000 raised in connection with the offering (in each case excluding any common shares sold to certain excluded subscribers in respect of which the cash commission will be reduced to 3.0%). In addition, the agents will be issued that number of non-transferable broker warrants exercisable for common shares equal to (i) 4.0% of the number of common shares issued under the portion of the offering representing gross proceeds of up to $10,000,000 (excluding any common shares sold to certain excluded subscribers), and (ii) 3.0% of the number of common shares issued under the portion (if any) of the offering representing gross proceeds in excess of $10,000,000 or sold to certain excluded subscribers.
Each broker warrant will entitle the agents to buy one common share at a price of $0.38 per share for a period of eighteen (18) months from the closing of the offering.
The net proceeds of the offering will be used to fund research and development activities, including but not limited to, BLU-5937's clinical development, general and administrative expenses, working capital needs and other general corporate purposes.
This transaction is scheduled to close on or about December 12, 2017, subject to satisfaction of customary closing conditions, including the receipt of all necessary regulatory and stock exchange approvals.
The securities described herein have not been, and will not be, registered under the U.S. Securities Act, or any state securities laws, and accordingly, may not be offered or sold to, or for the account or benefit of, persons in the United States or to U.S. Persons (as such term is defined in Regulation S under the U.S. Securities Act), except in compliance with the registration requirements of the U.S. Securities Act and applicable state securities requirements or pursuant to exemptions therefrom. This press release does not constitute an offer to sell or a solicitation of an offer to buy any of the Company's securities to, or for the account or benefit of, persons in the United States or U.S. Persons.
About BELLUS Health (www.bellushealth.com)
BELLUS Health is a biopharmaceutical development company advancing novel therapeutics for conditions with high unmet medical need. Its pipeline of projects includes the Company's lead drug candidate BLU-5937 for chronic cough and several other partnered clinical-stage drug development programs. BLU-5937, a selective P2X3 antagonist, has the potential to be a best-in-class therapeutic for chronic cough patients who do not respond to current therapies. Chronic cough is a cough that lasts more than eight weeks and is associated with significant adverse social, psychosocial and physical effects on quality of life. A recent commercial assessment performed by Torreya Insights on behalf of the Company concluded that, in the United States alone, more than 26 million adults have chronic cough and more than 2.6 million of these patients suffer from refractory chronic cough lasting for more than a year.
Forward-Looking Statements
Certain statements contained in this news release, other than statements of fact that are independently verifiable at the date hereof, may constitute "forward-looking statements" within the meaning of Canadian securities legislation and regulations. In particular, this news release includes forward-looking information relating to the offering and the completion and use of net proceeds thereof. Such statements, based as they are on the current expectations of management, inherently involve numerous important risks, uncertainties and assumptions, known and unknown, many of which are beyond BELLUS Health Inc.'s control. Such risks factors include but are not limited to: the failure to receive regulatory approvals (including stock exchange) or otherwise satisfy the conditions to the completion of the offering or delay in completing the offering and the funds thereof not being available to BELLUS Health Inc. in the time frame anticipated or at all, the occurrence of an event which would allow the agents to terminate their obligations under the agency agreement, the ability to expand and develop its project pipeline, the ability to obtain financing, the impact of general economic conditions, general conditions in the pharmaceutical industry, changes in the regulatory environment in the jurisdictions in which BELLUS Health Inc. does business, stock market volatility, fluctuations in costs, changes to the competitive environment due to consolidation, achievement of forecasted burn rate, potential payments/outcomes in relation to indemnity agreements and contingent value rights, achievement of forecasted pre-clinical and clinical trial milestones and that actual results may vary once the final and quality-controlled verification of data and analyses has been completed. In addition, the length of BELLUS Health Inc.'s drug candidates' development process, their market size and commercial value, as well as the sharing of proceeds between BELLUS Health Inc. and its potential partners from potential future revenues, if any, are dependent upon a number of factors. Consequently, actual future results and events may differ materially from the anticipated results and events expressed in the forward-looking statements. The Company believes that expectations represented by forward-looking statements are reasonable, yet there can be no assurance that such expectations will prove to be correct. The reader should not place undue reliance, if any, on any forward-looking statements included in this news release. These forward-looking statements speak only as of the date made, and BELLUS Health Inc. is under no obligation and disavows any intention to update publicly or revise such statements as a result of any new information, future event, circumstances or otherwise, unless required by applicable legislation or regulation. Please see BELLUS Health Inc.'s public filings with the Canadian securities regulatory authorities, including the Annual Information Form, for further risk factors that might affect BELLUS Health Inc. and its business.
SOURCE BELLUS Health Inc.
François Desjardins, Vice-President, Finance, 450-680-4525, [email protected]
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