Helix BioPharma Corp. (TSX, FSE: HBP) ("Helix" or the "Company"), an immuno-oncology company developing innovative drug candidates for the prevention and treatment of cancer, today announced that it has closed a private placement financing for gross proceeds of CAD609,450.
The terms of the placement are for the purchase of units at $0.51 per unit. Each unit is comprised of one common share and one common share purchase warrant. Each common share purchase warrant will entitle the holder to purchase one common share at an exercise price of $0.72 and have an expiry of five years from the date of issuance. Helix intends to use the net proceeds of the private placement for working capital and research and development activities.
ACM Alpha Consulting Management AG provided financial advisory services to Helix in connection with the private placement.
The Company also announced that it has received conditional approval from the Toronto Stock Exchange (the "TSX") to extend the exercise period of a total of 12,661,000 outstanding common share purchase warrants (the "Warrants") issued pursuant to private placement financings of the Company between July 2014 and April 2015, representing approximately 11.8% of the Company's issued and outstanding common shares. Of the 12,661,000 outstanding Warrants, to the knowledge of the Company, an aggregate of 3,862,000 Warrants are beneficially owned, directly or indirectly, or under the control or direction of, insiders of the Company (the "Insider Warrants") and the remaining 8,799,000 Warrants are beneficially owned, directly or indirectly, or under the control or direction of, non-insiders (the "Non-Insider Warrants").
The dates of each private placement financing, the original issue price of the units (with each unit comprised of one common share and one common share purchase warrant), the total number of Warrants, a breakdown of Insider Warrants and Non-Insider Warrants, the exercise price of the Warrants, the original expiry date and the proposed extended expiry date of the Warrants are as follows:
Date of Private
Placement
|
Issue Price
of Units
under
Private
Placement
($) |
Warrants
Outstanding
(#) |
Insider
Warrants
(#) |
Non-Insider
Warrants
(#) |
Warrant
Exercise
Price
($) |
Original
Expiry Date of
Warrants
|
Extended Expiry
Date of Warrants
|
| July 10, 2014 |
$1.60 |
3,981,000 |
1,045,500 |
2,935,500 |
$2.24 |
July 9, 2019 |
July 9, 2021 |
| April 1, 2015 |
$1.10 |
5,530,000 |
1,850,000 |
3,680,000 |
$1.54 |
March 31, 2020 |
March 31, 2022 |
| April 29, 2015 |
$1.10 |
3,150,000 |
966,500(1) |
2,183,500 |
$1.54 |
April 28, 2020 |
April 28, 2022 |
(1) Photios (Frank) Michalargias, the Company's Chief Financial Officer beneficially owns 16,500 Warrants expiring on April 28, 2020. All other Insider Warrants in the table above are beneficially owned by ACM Alpha Consulting Management AG, a corporation owned and controlled by Veronika Kandziora, the Company's Secretary.
The Company intends to seek the approval of disinterested shareholders of the Company ("Shareholders") to amend the Insider Warrants at the annual and special meeting of Shareholders to be held on April 15, 2019 (the "Meeting"). Subject to TSX approval, the expiry dates of the Warrants will be extended for a period of two years (i) effective March 29, 2019, in the case of the Non-Insider Warrants and (ii) effective on the date that disinterested Shareholder approval has been obtained, in the case of the Insider Warrants. The exercise price of the Warrants will remain unchanged.
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