/NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES /
BEVERLY, MA , Oct. 22, 2019 /CNW/ - LexaGene Holdings Inc. (TSX VENTURE: LXG) (OTCQB: LXXGF) ("LexaGene" or the "Company") is pleased to announce that it has filed and received a receipt for a final short form prospectus (the "Prospectus") dated October 21, 2019 with the securities regulatory authorities in each of the provinces of Canada , except the Province of Quebec , in connection with the previously announced marketed offering of units (the "Units") of a minimum amount of C$3,500,000 and a maximum of C$10,000,000 at the price of C$0.52 per Unit (the "Offering").
The Offering is being conducted on a "best efforts" agency basis by Industrial Alliance Securities Inc., the Company's agent for the Offering in Canada (the "Agent"). The Units may also be offered for sale in the United States on a private placement basis pursuant to an exemption from the registration requirements of the United States Securities Act of 1933, as amended (the "U.S. Securities Act") and applicable state laws and in such other jurisdictions outside of Canada and the United States as agreed between the Company and the Agent.
Closing of the Offering is expected to take place on or around October 29, 2019 or such other date as the Company and the Agent may agree (the "Closing Date").
Each Unit is comprised of one common share in the capital of the Company (a "Unit Share") and one common share purchase warrant (a "Warrant"). Each Warrant will entitle the holder thereof to acquire, subject to adjustment in certain circumstances, one common share in the capital of the Company (each, a "Warrant Share") at the price of $0.75 per Warrant Share for a period of 36 months after the Closing Date.
The Company has granted the Agent an over-allotment option, exercisable in whole or in part, at the Agent's sole discretion, at any time and from time to time for a period of 30 days from and including the Closing Date of the maximum Offering, to offer and sell on the same terms as the Offering, such number of additional Units as is equal to up to 15% of the number of Units issued under the maximum Offering to cover over-allotments and for market stabilization purposes.
As compensation, the Company will pay to the Agent a cash fee equal to 8% of the gross proceeds of the Offering and issue to the Agent broker warrants exercisable into that number of Units equal to 8% of the number of Units sold under the Offering (including in respect of any exercise of the Over-Allotment Option) subject to a reduction to 4% for president's list purchasers or certain other purchasers as negotiated between the Company and the Agent. Each broker warrant will entitle the holder thereof to purchase one Share at an exercise price of C$0.52 per Share for a period of 36 months after the Closing Date.
The Company intends to use the net proceeds of the minimum Offering for research and development, marketing, general corporate purposes. Should the maximum Offering be achieved, the Company intends that the proceeds will also be used to support the building of inventory and initial commercial sales.
The securities offered have not been, nor will they be, registered under the U.S Securities Act or any state securities laws, and may not be offered or sold in the United States or to, or for the account or benefit of, to person in the United States or to U.S. Persons (as such term is defined in Regulation S under the U.S. Securities) absent registration or an applicable exemption from the registration requirements. This news release will not constitute an offer to sell or the solicitation of an offer to buy nor will there be any sale of the securities in any state in which such offer, solicitation or sale would be unlawful.
Furthermore, the Company has amended and restated its unaudited, condensed, interim financial statements for the three months ended May 31, 2019 and the accompanying management's discussion and analysis. Management identified three errors in the interim financial statements. The first error relates to the valuation of warrants issued as part of a previously closed private placement, the second error relates to the calculation of the right-of-use asset and the lease liability related to the Company's premises and the third error relates to the reclassification of foreign exchange to other comprehensive income. The errors will have no impact on revenue, gross margin or cash and will result in a reduction in the net loss of LexaGene for the three month period ended May 31, 2019 .
ON BEHALF OF THE BOARD
Daryl Rebeck : President and Director
Dr. Jack Regan : Founder, Chief Executive Officer, and Chairman
About LexaGene Holdings Inc.
LexaGene is a biotechnology company that develops genetic analyzers for pathogen detection and other molecular markers for on-site rapid testing in veterinary diagnostics, food safety and for use in open-access markets such as clinical research, agricultural testing and biodefense. End-users simply need to collect a sample, load it onto the instrument with a sample preparation cartridge, enter sample ID and press 'go'. The LX Analyzer delivers excellent sensitivity, specificity, and breadth of detection and can process multiple samples at a time, in an on-demand fashion, returning results in about 1 hour. The unique open-access feature is designed for custom testing so that end-users can load their own real-time PCR assays onto the instrument to target any genetic target of interest.
This news release contains forward-looking information, which involves known and unknown risks, uncertainties and other factors that may cause actual events to differ materially from current expectation including, without limitation, statements with respect to the closing of the Offering and the use of net proceeds. Important factors -- including the availability of funds, the results of financing efforts, the success of technology development efforts, the cost to procure critical parts, performance of the instrument, market acceptance of the technology, regulatory acceptance, and licensing issues -- that could cause actual results to differ materially from the Company's expectations as disclosed in the Company's documents filed from time to time on SEDAR (see www.sedar.com). Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The company disclaims any intention or obligation, except to the extent required by law, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
The TSX Venture Exchange has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this news release. Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
SOURCE LexaGene Holdings Inc.
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