Mike,
Just reading it.
Wolf
Attention Business Editors:
Dimethaid obtains equity financing
TORONTO, Jan. 19 /CNW/ - Dimethaid Research Inc. (TSE: DMX) announced
today that it has entered into a private placement agreement with Acqua
Wellington North American Equities Fund, Ltd. for equity financing covering
the sale of up to $50 million of the company's common shares. The agreement
provides that Dimethaid may, at its sole discretion during the next 13 months,
present up to ten draw-down notices to Acqua Wellington, requiring them to
purchase Dimethaid common shares. Each draw-down notice will specify (i) the
dollar amount Acqua Wellington is required to pay, subject to the following,
and (ii) the minimum market price selected by Dimethaid (before the applicable
discount described hereafter), below which Dimethaid will not be required to
sell, and Acqua Wellington will not be required to buy.
Dimethaid will issue and sell the shares pursuant to each draw-down
notice at a per share price equal to the volume weighted average price of
Dimethaid common stock over a draw-down period of 20 trading days following
the draw-down notice, less a specified discount of not more than 8%. The
maximum dollar amount of each draw-down notice depends on the minimum market
price selected by Dimethaid. The size of the discount depends upon the market
capitalization of Dimethaid at the start of each draw-down period. If, on any
trading day during a draw-down period, Dimethaid common shares have a volume
weighted average price below the minimum market price set by Dimethaid in its
draw-down notice, the dollar amount of common shares required to be purchased
by Acqua Wellington will be reduced by 1/20th. However, Acqua Wellington has
the option to purchase shares having a value equal to that 1/20th amount at
the minimum market price set by Dimethaid on such day, less the applicable
discount.
In conjunction with any draw-down notice, Dimethaid may also at its sole
discretion by presenting an option notice, grant Acqua Wellington call options
to purchase up to the same dollar amount of Dimethaid common shares as is set
out in the draw-down notice. The call options can be exercised on any day or
days during a draw-down period provided the aggregate maximum dollar value of
shares subscribed for does not exceed the dollar amount set out in the option
notice. The price at which common shares are purchased under a call option
will be determined based on the volume weighted average price on the day Acqua
Wellington exercises the option, less the applicable discount. Shares may not
be purchased under a call option at a price below the minimum market price set
by Dimethaid, less the applicable discount.
A maximum of Cdn$50,000,000 of Dimethaid common shares may be issued to
Acqua Wellington pursuant to all draw-down notices and call options under the
agreement. The dollar amount received and the number of shares issued will be
disclosed at the end of each draw-down period. The lowest price at which
Dimethaid may set the minimum market price is $6.50 per share and the highest
price is $25 per share. In no event will the common shares issued under the
agreement exceed, 8,393,172 being 19.99% of the common shares of Dimethaid
outstanding on today's date. Acqua Wellington will be subject to a hold period
of at least 120 days in respect of each purchase. The transaction has been
conditionally approved by The Toronto Stock Exchange.
Dimethaid will use the net proceeds from the sale of any common shares
under the agreement for general corporate purposes.
"We are very pleased to have the flexibility to raise capital when
warranted by market conditions. Although this form of financing has been used
by a number of biotech companies in the United States, this is the first
equity financing by Acqua Wellington with a Canadian company. Proceeds from
this financing will allow us to implement our business plan and expand our
product pipeline as we commercialize our first product, PENNSAID(R) Topical
Solution for the treatment of the symptoms of osteoarthritis", said Rebecca
Keeler, President and CEO.
Acqua Wellington Asset Management, LLC acts as an advisor to Acqua
Wellington and the Acqua Wellington Family of Funds. The Funds are targeted at
investment opportunities among mid-cap and small-cap publicly traded companies
in domestic and global markets. Their primary focus is in the life sciences
and technology sectors.
Dimethaid Research Inc. is a pharmaceutical company engaged in the
development and commercialization of innovative therapeutic products that
offer the potential to minimize the unwanted systemic effects of drug therapy
on the body. Dimethaid's proprietary drug delivery technology utilizes the
cell's tubule system to deliver drugs cell-to-cell. As a result, patients are
able to treat localized conditions, such as osteoarthritis, while limiting the
body's absorption of, and associated risks from, the medication. This
technology has been applied first to produce PENNSAID(R) Topical Solution.
Dimethaid's business development strategy is to leverage its proprietary
transdermal delivery technology into additional commercial products. For
additional information on Dimethaid, please visit www.dimethaid.com. |
