15 Feb Ortho Regenerative Technologies Announces $3 Million Non-Brokered Private Placement of Units
MONTREAL, Feb. 11, 2022 /PRNewswire/ – Ortho Regenerative Technologies Inc. (CSE: ORTH) (OTC: ORTIF) (“Ortho” or the “Company“), a clinical-stage orthobiologics company focused on the development of novel soft tissue repair regenerative technologies, announced today a non-brokered private placement of units for maximum gross proceeds of $3.0 million (the “Offering”).
Each Unit will be priced at $0.30 consisting of one (1) common share (a “Share”) and one (1) Share purchase warrant (a “Warrant”). Each Warrant is exercisable into one (1) Share in the capital of the Company (a “Warrant Share”) at the price of $0.50 per Warrant Share for a period of 48 months from closing.
If the daily VWAP over any ten (10) consecutive trading days is greater or equal to $1.25, the Company may give notice to the Warrant holder, at any time after the statutory 4-month hold period, that it must exercise its remaining Warrants within a period of 30-days from the date of receipt of the notice, failing which the Warrants will automatically expire. The “VWAP” is the average of the volume weighted average market price of the Company’s Common Shares on a single day.
Net proceeds of the Offering will be used for the ORTHO-R Phase I/II US Clinical trial, and general corporate purposes.
The Common Shares and the Warrants will be subject to a statutory 4-months hold period under the applicable securities laws and in such case the certificates evidencing the Shares and the Warrants will bear a legend to that effect, as applicable.
Closing of the Private Placement is expected to occur on or about February 28, 2022, and is subject to certain conditions, including but not limited to, the receipt of all necessary regulatory and stock exchange approvals, including the approval of the CSE.
The Units will be offered and sold by private placement (i) in Canada to “accredited investors” within the meaning of Regulation 45-106 respecting Prospectus Exemptions and other exempt purchasers in each province of Canada (ii) in the United States on a private placement basis only under Regulation D, Rule 144A or other available U.S. registration exemptions and (iii) jurisdictions outside of Canada and the United States, in each case in accordance with all applicable laws provided that no prospectus, registration statement or similar document is required to be filed in such jurisdiction and the Corporation does not thereafter become subject to continuous disclosure obligations in such jurisdictions.
Although the Offering is non-brokered, the Company will pay finders’ fee of 7% of the gross proceeds raised from Accredited Investors introduced to the Company by Finder, payable in cash; and Finder’s Warrants equal to 7 % of the number of Units issued to Accredited Investors introduced to the Company by Finder, each Finder’s Warrant entitling the holder to purchase one Common Share at a purchase price of $0.50 for a period of 18 months from the date of issuance of the Finder’s Warrants.
About Ortho Regenerative Technologies Inc.
Ortho is a clinical stage orthobiologics company dedicated to the development of novel therapeutic soft tissue repair technologies to dramatically improve the success rate of orthopedic and sports medicine surgeries. Our proprietary RESTORE technology platform is a proprietary muco-adhesive Chitosan-based biopolymer matrix, specifically designed to deliver biologics such as Platelet-Rich Plasma (PRP) or Bone Marrow Aspirate Concentrate (BMAC), to augment and guide the regeneration of new tissue in various musculoskeletal conditions. ORTHO-R, our lead Chitosan-PRP hybrid drug/biologic implant combination product, is formulated and designed to increase the healing rates of occupational and sports related injuries to tendons, meniscus and ligaments. Other formulations are being developed for cartilage repair, bone void filling and osteoarthritis treatment. The proprietary Chitosan-PRP combination ORTHO-R implant can be directly applied into the site of injury by a surgeon during a routine operative procedure without significantly extending the time of the surgery and without further intervention. Considering the significant potential of our technology platform, Ortho continues to assess new therapeutic target uses outside of the soft tissue repair field. Further information about Ortho is available on the Company’s website at www.orthorti.com and on SEDAR at www.sedar.com. Also follow us on LinkedIn and Twitter.
This news release may contain certain forward-looking statements regarding the Company’s expectations for future events. Such expectations are based on certain assumptions that are founded on currently available information. If these assumptions prove incorrect, actual results may differ materially from those contemplated by the forward-looking statements contained in this press release. Factors that could cause actual results to differ include, amongst others, uncertainty as to the final result and other risks. The Company disclaims any intention or obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, other than as required by security laws.
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