Microbix Completes Brokered Private Placement – Gross Proceeds of $2.3 Million
TORONTO, October 19, 2017 – Microbix Biosystems Inc. (TSX: MBX) (“Microbix” or the “Company”), a developer and marketer of biological products and technologies, announces that it has completed a brokered private placement financing totaling $2.33 million dollars, resulting in the issue of 7,784,500 million units (“Units”) at a price of $0.30 per unit.
Each Unit consists of one common share (“Common Share”) of Microbix and one-half of one warrant to purchase one Common Share. Each whole warrant (“Warrant”) entitles the holder to purchase one additional Common Share at a price of $0.36 per Common Share for three years.
The proceeds of the private placement will be used to fund upgrades to production facilities such as additional bioreactor equipment, support the commercialization of quality assurance or proficiency control products and provide further working capital.
Cameron Groome, President and CEO of Microbix, commented, “We see strong growth in demand for Microbix’ antigen and control products. This private placement financing will help ensure that we meet the needs of our customers and create greater value for shareholders.”
Dominick Capital Corporation (“Dominick”) acted as lead agent in connection with the private placement. Dominick and its selling group members received cash commission of $153,675 and an aggregate of 512,248 agent warrants (the “Agent Warrants”). Each Agent Warrant entitles the holder to purchase one Common Share at a price of $0.335 per Common Share for two years.
All securities issued under the private placement will be subject to a hold period expiring four months and one day from the date of closing. The private placement was carried out pursuant to prospectus exemptions and is subject to final acceptance by the TSX.
Directors and officers of the Company (collectively, the “Insiders”) subscribed for an aggregate of 416,665 Units, for gross proceeds of $125,000. The participation of Insiders in the private placement constitutes a “related party transaction” within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”) and the policies of the TSX. The Company is relying on the exemptions from the formal valuation and minority approval requirements contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 on the basis that participation in the private placement by Insiders will not exceed 25% of the fair market value of the Company’s market capitalization. The Company did not file a material change report at least 21 days prior to the completion of the private placement since the existence of any placement or Insiders’ participation therein was not determined at that time.
Microbix Biosystems Inc. develops and commercializes proprietary biological and technology solutions for human health and wellbeing. Microbix manufactures a wide range of critical biological materials for the global diagnostics industry, notably antigens used in immunoassays or quality assurance and proficiency testing controls. The company also applies its biological expertise to develop other innovative and proprietary technologies and products. Its development pipeline currently includes two such proprietary products: (1) Kinlytic® Urokinase, a biologic thrombolytic drug used to treat blood clots, and (2) LumiSort™, a technology for ultra-rapid and efficient sorting of somatic cells that can be used to enrich cell populations of interest, such as in sexing semen. Established in 1988, Microbix is a publicly traded company listed on the Toronto Stock Exchange and is based in Mississauga, Ontario, Canada.
This news release includes “forward-looking information,” as such term is defined in applicable securities laws. Forward-looking information includes, without limitation, the planned uses of proceeds of the described private placement, trends in product demand or planned capacity increases or projects, financial results and stability, Microbix’ biologicals business and its new product lines, operations in foreign jurisdictions, engineering and construction generally, production (including control over costs, quality, quantity and timeliness of delivery of products), foreign currency and exchange rates, maintaining adequate working capital and raising further capital on acceptable terms or at all, and other similar statements concerning anticipated future events, conditions or results that are not historical facts. These statements reflect management’s current estimates, beliefs, intentions and expectations; they are not guarantees of future performance. The Company cautions that all forward looking information is inherently uncertain and that actual performance may be affected by a number of material factors, many of which are beyond the Company’s control. Accordingly, actual future events, conditions and results may differ materially from the estimates, beliefs, intentions and expectations expressed or implied in the forward-looking information. All statements are made as of the date of this news release and represent the Company’s judgement as of the date of this new release, and the Company is under no obligation to update or alter any forward-looking information.