Aurinia Announces US$25.0 Million Bought Deal Financing
December 22 2016 - 5:00AM
Business Wire
Aurinia Pharmaceuticals Inc. (NASDAQ:AUPH) (TSX:AUP) (“Aurinia”
or the "Company"), a clinical stage biopharmaceutical company
focused on the global immunology market, today announced that it
has entered into an underwriting agreement with H.C.
Wainwright & Co., LLC acting as sole book-running manager,
and Cormark Securities Inc., as co-manager (collectively, the
"Underwriters"), under which the Underwriters have agreed to
purchase 11,111,111 units from the Company (the "Units") at the
price of US$2.25 per Unit (the “Issue Price”) for aggregate gross
proceeds of approximately US$25.0 million (the “Offering”), before
underwriter fees and expenses. Each Unit consists of one common
share of the Company (a "Share") and one-half of a warrant to buy
one Share, with an exercise price of $3.00 per whole warrant (a
"Warrant"). The Warrants have an exercise period of 5 years after
the closing of the Offering.
The Company has granted to the Underwriters an over-allotment
option (the "Over-Allotment Option") exercisable, in whole or in
part, in the sole discretion of the Underwriters to purchase up to
an additional 1,666,666 Units at the Issue Price per Unit (which
may be exercised for Units, Shares, Warrants or a combination
thereof), for a period of up to 30 days, for additional aggregate
proceeds to the Company of up to approximately US$3.75 million. In
the event the Over-Allotment Option is exercised in full, the
aggregate gross proceeds to the Company will be approximately
US$28.8 million.
The closing of the Offering is expected to occur on or
about December 28, 2016, subject to customary closing conditions,
including NASDAQ and TSX approvals. For the purposes of the TSX
approval, the Company intends to rely on the exemption set forth in
Section 602.1 of the TSX Company Manual, which provides that the
TSX will not apply its standards to certain transactions involving
eligible interlisted issuers on a recognized exchange, such as
NASDAQ. The Company intends to use the net proceeds of the Offering
for research and development activities, including LN Phase 3
clinical trial activities, and working capital purposes.
The Offering is being made pursuant to a U.S. registration
statement on Form F-10, declared effective by the United States
Securities and Exchange Commission (the "SEC") on November 5, 2015
(the "Registration Statement"), and the Company's existing Canadian
short form base shelf prospectus (the "Base Shelf Prospectus")
dated October 16, 2015. The prospectus supplements relating to the
Offering (together with the Base Shelf Prospectus and the
Registration Statement, the "Offering Documents") will be
filed with the securities commissions in the provinces of British
Columbia, Alberta and Ontario in Canada, and with the SEC in the
United States. The Offering Documents will contain important
detailed information about the securities being offered. Before you
invest, you should read the Offering Documents and the other
documents the Company has filed for more complete information about
the Company and the Offering. Copies of the Offering Documents will
be available for free by visiting the Company's profiles on the
SEDAR website maintained by the Canadian Securities Administrators
at www.sedar.com or the SEC's website at www.sec.gov, as
applicable. Alternatively, copies of the prospectus supplement will
be available upon request by contacting H.C. Wainwright &
Co., LLC, 430 Park Avenue, New York, NY 10022, or by
email at placements@hcwco.com, or by contacting Cormark Securities
Inc., 200 Bay St Suite 2800, Toronto, Ontario M5J 2J2, or by email
at ssmoroz@cormark.com.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy securities, nor will there be any
sale of the securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to the registration or
qualification under the securities laws of any such
jurisdiction.
ABOUT AURINIA
Aurinia is a clinical stage biopharmaceutical company focused on
developing and commercializing therapies to treat targeted patient
populations that are suffering from serious diseases with a high
unmet medical need. The Company is currently developing
voclosporin, an investigational drug, for the treatment of lupus
nephritis (LN). The Company is headquartered in Victoria, British
Columbia and focuses its development efforts globally.
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Investors & Media:Aurinia Pharmaceuticals Inc.Celia
EconomidesHead of IR &
Communicationsceconomides@auriniapharma.com