GI Dynamics Announces AUD $2.05m Private Placement and Close of First Tranche of AUD ~$1m
January 22 2018 - 5:13PM
Business Wire
GI Dynamics®, Inc. (ASX:GID), a medical device company that is
developing EndoBarrier® is pleased to announce that it has received
binding commitments for a private placement of 58,780,619 CHESS
Depositary Interests (CDIs) of the Company (representing 1,175,612
shares of common stock) at an issue price of AUD $0.035 per CDI to
sophisticated and professional investors in Australia, the United
States, and the United Kingdom to raise approximately AUD $2.05
million (representing approximately USD $1.6 million)
(Placement).
The issue of CDIs under the Placement will occur in two
tranches. The first tranche closed on the morning of 23 January
2018, resulting in the raising of AUD $996,347 (USD $779,442) by
the issue of 28,467,063 CDIs (representing 569,341 shares of common
stock). The second tranche, expected to result in the raising of
AUD $1,060,974 (USD $830,000) by the issue of 30,313,556 CDIs
(representing 606,271 shares of common stock) will be subject to
shareholder approval at an Extraordinary General Meeting (EGM). The
EGM date will be announced concurrently with filing of the proxy.
Please refer to the Company’s EGM proxy statement that will be
available on the Company’s website.
The funds raised under the Placement will be used by GI Dynamics
to fund the continued development of EndoBarrier and for general
working capital purposes.
As detailed in the Company’s recent 10Q filings, GI Dynamics
continues to operate with substantial doubt about its ability to
continue as a going concern.
“We are focused on securing approval for a study from the FDA
for a new pivotal clinical trial of EndoBarrier,” said Scott
Schorer, president and chief executive officer of GI Dynamics. “The
leadership team, employees, and directors of GI Dynamics remain
resolved in our commitment to continue to develop EndoBarrier for
the millions of patients who have no viable treatment option for
type 2 diabetes and obesity.”
Placement
The CDIs under Tranche 1 of the Placement comprise 28,467,063
CDIs (representing 569,341 shares of common stock). The CDIs were
issued the morning of 23 January 2018 and will rank equally in all
respects with CDIs on issue at the time of allotment.
The CDIs that have been subscribed for under Tranche 2 of the
Placement comprise 30,313,556 CDIs (representing 606,271 shares of
common stock) are subject to shareholder approval during the
upcoming EGM. It is expected that the Tranche 2 CDIs will be issued
within 5 business days of the date of the EGM (should shareholder
approval be obtained) and will rank equally in all respects with
CDIs on issue at the time of allotment.
Restrictions on Resale of Securities in the United
States
The securities to be offered have not been registered under the
Securities Act of 1933, as amended (Act), or any state securities
laws, and until so registered may not be offered or sold in the
United States except pursuant to an exemption from the registration
requirements of the Act and applicable state securities laws. This
announcement is not an offer to sell, nor a solicitation of an
offer to buy any securities, nor shall there be any sale of these
securities in any state or jurisdiction in which the offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or
jurisdiction or an applicable exemption therefrom.
Forward-Looking Statements
This announcement contains forward-looking statements. These
forward-looking statements are based on GI Dynamics management’s
current estimates and expectations of future events as of the date
of this announcement. Furthermore, the estimates are subject to
several risks and uncertainties that could cause actual results to
differ materially and adversely from those indicated in or implied
by such forward-looking statements. These risks and uncertainties
include, but are not limited to, risks associated with our ability
to continue to operate as a going concern, our ability to maintain
compliance with our obligations under the Convertible Loan Note
executed with Crystal Amber Fund Limited, obtaining and maintaining
regulatory approvals required to market and sell our products;
obtaining funding from third parties; the consequences of stopping
the ENDO trial and the possibility that future clinical trials will
not be successful or confirm earlier results; the timing and costs
of clinical trials; the timing of regulatory submissions; the
timing, receipt and maintenance of regulatory approvals; the timing
and amount of other expenses; the timing and extent of third-party
reimbursement; intellectual-property risk; risks related to excess
inventory; and risks related to assumptions regarding the size of
the available market, the benefits of our products, product
pricing, timing of product launches, future financial results and
other factors, including those described in our filings with the
U.S. Securities and Exchange Commission. Given these uncertainties,
one should not place undue reliance on these forward-looking
statements. We do not assume any obligation to publicly update or
revise any forward-looking statements, whether as a result of new
information or future events or otherwise, unless we are required
to do so by law.
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version on businesswire.com: http://www.businesswire.com/news/home/20180122006663/en/
GI Dynamics, Inc.Investor RelationsUnited States:Janell
Shields, +1 781-357-3280investor@gidynamics.com
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