VANCOUVER, BC, Oct. 29, 2020 /CNW/ - Willow
Biosciences Inc. ("Willow" or
the "Company")
(TSX: WLLW) (OTCQX: CANSF) is pleased to announce
that it has closed its previously announced upsized public offering
of 17,692,307 units ("Units") of the Company at a price of
$0.65 per Unit, which includes
2,307,692 Units issued pursuant to the exercise in full of the
over-allotment option, for aggregate gross proceeds of
approximately $11.5 million (the
"Offering").
Each Unit consists of one common share in the capital of Willow
(a "Common Share") and one-half of one common share purchase
warrant (each whole warrant, a "Warrant"). Each Warrant
entitles the holder thereof to acquire one Common Share at a price
of $0.85 for a period of 24 months
from the date hereof; provided that if, at any time prior to the
expiry date of the Warrants, the volume weighted average trading
price of the Common Shares on the Toronto Stock Exchange
(the "TSX"), or other principal exchange on which the
Common Shares are listed, is greater than $1.20 for 20 consecutive trading days, the
Company may, within 10 business days of the occurrence of such
event, deliver a notice to the holders of Warrants
(the "Acceleration Right") accelerating the expiry date
of the Warrants to the date that is 30 days following the date of
such notice (the "Accelerated Exercise Period"). Any
unexercised Warrants will automatically expire at the end of the
Accelerated Exercise Period.
Net proceeds from the Offering are expected to be used for the
commercialization of cannabigerol (CBG) and other portfolio
cannabinoids of the Company, general and administrative expenses,
working capital and general corporate purposes.
It is anticipated that the Warrants will be listed and posted
for trading on the TSX under the symbol "WLLW.WR" at market open
today.
The Offering was made pursuant to an agency agreement dated
October 23, 2020 (the "Agency
Agreement") between the Company and a syndicate of agents led
by ATB Capital Markets Inc., and including Canaccord Genuity Corp.
and Eight Capital (collectively, the "Agents").
Pursuant to the Agency Agreement, the Company paid the Agents a
cash commission equal to 3.0% of the gross proceeds of the Offering
received from investors included by the Company on a president's
list, and 6.0% of the remaining gross proceeds of the
Offering. The Company also issued the Agents 474,324 common
share purchase warrants (each, a "Compensation Warrant"),
with each Compensation Warrant entitling the Agents to purchase one
Common Share at a price of $0.85 for
a period of 12 months from the date hereof, subject to the
Acceleration Right.
The Units were offered in each of the provinces of Canada, other than Québec, pursuant to a
prospectus supplement dated October 23,
2020 to the Company's short form base shelf prospectus dated
October 13, 2020 (together, the
"Supplemented Prospectus"), and were also offered by way of
private placement in the United
States to "accredited investors" and "qualified
institutional buyers". The terms of the Offering are further
described in the Supplemented Prospectus, which is available under
the Company's SEDAR profile at www.sedar.com.
About Willow Biosciences Inc.
Willow is a Canadian biotechnology company based in Vancouver, British Columbia that produces high
purity, plant-derived compounds that provide building blocks for
the global pharmaceutical, health and wellness, and consumer
packaged goods industries. Willow's current focus is in the
production of cannabinoids for the treatment for pain, anxiety,
obesity, brain disorders, among other significant indications.
Willow's science team has a proven track record of developing
manufacturing technologies for high purity compounds in pain and
cancer treatments. Willow's manufacturing process creates a
consistent, scalable and sustainable product that allows for the
discovery and development of new life changing drugs.
Forward-Looking Statements
This news release may
include forward-looking statements including opinions, assumptions,
estimates and the Company's assessment of future plans and
operations, and, more particularly, statements concerning: the use
of proceeds from the Offering; the listing of the Warrants on the
TSX; and the business plan of the Company, generally, including
cannabinoid research and production. When used in this news
release, the words "will," "anticipate," "believe," "estimate,"
"expect," "intent," "may," "project," "should," and similar
expressions are intended to be among the statements that identify
forward-looking statements. The forward-looking statements are
founded on the basis of expectations and assumptions made by the
Company which include, but are not limited to: the receipt of all
approvals and satisfaction of all conditions required to list the
Warrants; and the successful implementation of Willow's production
and commercialization strategy, generally. Forward-looking
statements are subject to a wide range of risks and uncertainties,
and although the Company believes that the expectations represented
by such forward-looking statements are reasonable, there can be no
assurance that such expectations will be realized. Any number of
important factors could cause actual results to differ materially
from those in the forward-looking statements including, but not
limited to, risks associated with: the cannabinoid industry in
general; the success of the Company's research and development
strategies; infringement on intellectual property; failure to
benefit from partnerships or successfully integrate acquisitions;
actions and initiatives of federal and provincial governments and
changes to government policies and the execution and impact of
these actions, initiatives and policies; import/export and research
restrictions for cannabinoid-based operations; the size of the
medical-use and adult-use cannabinoid market; competition from
other industry participants; adverse U.S., Canadian and global
economic conditions; adverse global events and public-health
crises, including the current COVID-19 pandemic; failure to comply
with certain regulations; departure of key management personnel or
inability to attract and retain talent; and other factors more
fully described from time to time in the reports and filings made
by the Company with securities regulatory authorities. Please refer
to the Company's most recent Annual Information Form and
Management's Discussion and Analysis for additional risk factors
relating to Willow, which can be accessed either on Willow's
website at www.willowbio.com or under the Company's profile on
www.sedar.com.
The forward-looking statements contained in this news release
are made as of the date hereof and the Company does not undertake
any obligation to update publicly or to revise any of the included
forward-looking statements, except as required by applicable law.
The forward-looking statements contained herein are expressly
qualified by this cautionary statement.
SOURCE Willow Biosciences Inc.