MONTREAL, CANADA--(Marketwired - June 2, 2016) -
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") (TSX:GUD) today announced that it has completed its previously announced bought deal offering (the "Offering") for gross proceeds of approximately $230 million of common shares of Knight ("Common Shares"). The Offering was completed through a syndicate of underwriters led by GMP Securities L.P. ("GMP"), and including Cormark Securities Inc., National Bank Financial Inc., Bloom Burton & Co. Limited, Laurentian Bank Securities Inc., Mackie Research Capital Corporation, Paradigm Capital Inc. and TD Securities Inc. (collectively with GMP, the "Underwriters") who have purchased, on a bought deal basis, an aggregate of 28,750,000 Common Shares at a price of $8.00 per Common Share, which includes the exercise of the underwriters' over-allotment option to purchase 3,750,000 Common Shares.
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. Knight intends to use a substantial portion of the net proceeds of the Offering (i) for potential acquisitions of (a) in-licensing of over-the-counter and prescription pharmaceutical products and targeted promotion of these products, and (b) specialty pharmaceutical businesses in select international markets, and (ii) for financing of other life science companies in Canada and internationally. Pending such application of the net proceeds of the Offering, Knight may elect to invest such funds, in whole or in part, in short-term investment-grade securities or bank deposits.
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 45,000 Common Shares under the Offering, and Jeffrey Kadanoff, Chief Financial Officer of the Company and Amal Khouri, Vice President of Business Development of the Company each purchased 12,500 Common Shares. When commenting on this financing, Jonathan Ross Goodman said "Following this financing, we are well capitalized to make GUD on our pledge to build Knight into Canada's leading specialty pharma company."
Long Zone, Mr. Kadanoff, and Ms. Khouri'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 select international markets. Knight Therapeutics Inc.'s shares trade on TSX 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.
This document contains forward-looking statements for Knight Therapeutics Inc. and its subsidiaries. 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. Knight Therapeutics Inc. considers the assumptions on which these forward-looking statements are based to be reasonable at the time they were prepared, but cautions the reader that these assumptions regarding future events, many of which are beyond the control of Knight Therapeutics Inc. 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 Knight Therapeutics Inc.'s Annual Report and in Knight Therapeutics Inc.'s Annual Information Form for the year ended December 31, 2015. Knight Therapeutics Inc. 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.