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Hemostemix Inc (2)
Symbol HEM
Shares Issued 46,368,985
Close 2020-12-30 C$ 0.75
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Hemostemix closes $2.75-million private placement

2020-12-31 10:07 ET - News Release

Mr. Thomas Smeenk reports

HEMOSTEMIX ANNOUNCES CLOSING OF UNIT PRIVATE PLACEMENT

Hemostemix Inc. has closed its previously announced non-brokered private placement of units announced on Dec. 18, 2020, for gross proceeds of $2.75-million. The offering consisted of the issuance of an aggregate of 9,166,667 postconsolidated units at a price of 30 cents per unit. Each unit consists of one postconsolidated common share in the capital of the company and one postconsolidated common share purchase warrant, with each full warrant entitling the holder to acquire one common share at a price of $1 per common share for a period of 12 months from the closing of the offering, subject to the accelerated expiry provision described herein.

If, on any 10 consecutive trading days occurring after four months and one day has elapsed following the closing date of the offering, the closing sales price of the common shares (or the closing bid, if no sales were reported on a trading day) as quoted on the TSX Venture Exchange is greater than $1.40 per common share, the company may provide notice in writing to the holders of the warrants by issuance of a press release that the expiry date of the warrants will be accelerated to the 30th day after the date on which the company issues such press release.

In connection with the offering, the company paid eligible finders aggregate cash finder's fees of approximately $218,320 and issued 733,333 finder's options to purchase common shares of the company at an exercise price of 30 cents per common share within 12 months from the closing date of the offering.

Proceeds from the offering are expected to be used to pay finder's fees payable in connection with the offering, current filing, regulatory and legal fees, accrued legal expenses, clinical trial costs, and for general working capital purposes.

The participation of certain directors in the offering constitutes a related party transaction within the meaning of Multilateral Instrument 61-101 -- Protection of Minority Security Holders in Special Transactions and the policies of the TSX-V. The company is relying upon the exemptions from the formal valuation and minority shareholder approval requirements pursuant to sections 5.5(b) and 5.7(1)(a), respectively, of MI 61-101 on the basis that the company is not listed on a specified stock exchange and, at the time the offering was agreed to, neither the fair market value of the subject matter of, nor the fair market value of the consideration for, the transaction insofar as it involves an interested party (within the meaning of MI 61-101) in the offering, exceeds 25 per cent of the company's market capitalization calculated in accordance with MI 61-101.

The offering is subject to all necessary regulatory approvals including acceptance from the exchange. All securities issued in connection with the offering will be subject to a four-month hold period from the closing date under applicable Canadian securities laws, in addition to such other restrictions as may apply under applicable securities laws of jurisdictions outside Canada.

About Hemostemix Inc.

Hemostemix is an autologous stem cell therapy company, founded in 2003. A winner of the World Economic Forum Technology Pioneer Award, the company developed and is commercializing its lead product, ACP-01, for the treatment of CLI (critical limb ischemia), PAD (peripheral artery disease), angina, ischemic cardiomyopathy, dilated cardiomyopathy and other conditions of ischemia. ACP-01 has been used to treat over 300 patients, and it is the subject of a randomized, placebo-controlled, double blind trial of its safety and efficacy in patients with advanced critical limb ischemia who have exhausted all other options to save their limb from amputation.

On Oct. 21, 2019, the company announced the results from its phase II CLI trial abstract presentation entitled "Autologous Stem Cell Treatment for CLI Patients with No Revascularization Options: An Update of the Hemostemix ACP-01 Trial With 4.5 Year Follow-up," which noted healing of ulcers and resolution of ischemic rest pain occurred in 83 per cent of patients, with outcomes maintained for up to 4.5 years.

The company owns 91 patents across five patent families titled: regulating stem cells, in vitro techniques for use with stem cells, production from blood of cells of neural lineage and automated cell therapy.

We seek Safe Harbor.

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