Mr. Thomas Smeenk reports
HEMOSTEMIX ANNOUNCES WARRANT REPRICING AND EXTENSION
Hemostemix Inc. has, subject to TSX Venture Exchange approval, repriced to 55 cents each and extended the exercise period for two years the warrants expiring May 7, 2020, and May 28, 2020, subject to the accelerator provisions, such that the exercise period of warrants will be reduced to 30 days, if, for any 10 consecutive trading days during the unexpired term of the warrants, the weighted average closing price of the company's listed shares achieves or exceeds the price of 120 per cent of the applicable exercise price (66 cents). The 30-day expiry period commences on the day the company either: (i) disseminates a press release; or (ii) sends a written notice to the holders of the warrants advising of the commencement of the exercise period.
Following the rollback of Dec. 31, 2020 (one new common share for each 20 old common shares), and TSX Venture Exchange approval, a total of 8,076,185 warrants will be reissued to subscribers of record (7,844,625) and finders (231,480) under the original private placements, including 673,625 warrants issued to a director and officer of the company.
The warrants held by the insider are considered to be related parties of the company. Therefore, the amendment of warrants constitutes a "related party transaction" as contemplated by Multilateral Instrument 61-101 -- Protection of Minority Shareholders in Special Transactions and TSX-V Policy 5.9 -- Protection of Minority Shareholders in Special Transactions. However, the exemptions from formal valuation and minority approval requirements provided for by these guidelines can be relied upon as the fair market value of the warrants does not exceed 25 per cent of the market capitalization of the company. A material change report in respect of this related party transaction will be filed by the company.
The company believes that the repricing of the warrants is reasonable and necessary in the context of the market, as it increases the likelihood that the company will be financed through the exercise of the warrants.
About Hemostemix Inc.
Hemostemix is a publicly traded autologous stem cell therapy company. 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, PAD, angina, ischemic cardiomyopathy, dilated cardiomyopathy and other conditions of ischemia. ACP-01 has been used to treat over 500 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 entitled "Autologous Stem Cell Treatment for CLI Patients with No Revascularization Options: An Update of the Hemostemix ACP-01 Trial With 4.5 Year Followup," 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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