Withdraws Previously-Filed 20-F Registration and Will Re-file Under MJDS
NOT FOR DISTRIBUTION IN THE UNITED STATES OR OVER UNITED STATES WIRE SERVICES
TORONTO, Sept. 23, 2019 (GLOBE NEWSWIRE) -- Profound Medical Corp. (TSX:PRN; OTCQX:PRFMF) (“Profound” or the “Company”) is pleased to announce that it proposes to file a new registration statement under the Multijurisdictional Disclosure System (the “MJDS”) of the U.S. Securities and Exchange Commission (the “SEC”) in connection with the Company’s proposed listing of its common shares on The Nasdaq Stock Market LLC (the “Nasdaq”). The Company has determined that it has now become eligible to file under the MJDS as it expects to be able to satisfy the minimum US$75 million “public float” requirement as of a date within 60 days of filing the new registration statement, as required under the MJDS. Accordingly, the Company has withdrawn its previously filed registration statement on Form 20-F, the form available for new registrations upon U.S. listing by non-Canadian, “foreign private issuer” registrants that are not eligible to rely upon the MJDS.
The Company intends for the new registration statement to be filed under an available MJDS form in respect of offerings and resales of securities from time to time, such filing will include a Canadian prospectus filing. The Company intends for the proposed Nasdaq listing and new MJDS registration statement to become effective concurrently, subject to compliance with the applicable requirements of and approval by each of the Nasdaq, the SEC and the Ontario Securities Commission.
No securities regulatory authority has either approved or disapproved of the contents of this news release. This news release shall not in any circumstances constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of these securities in any jurisdiction in which an offer, solicitation or sale would be unlawful prior to the registration or qualification under the applicable securities laws of any such jurisdiction.
About Profound Medical Corp.
Profound develops and markets customizable, incision-free therapies for the ablation of diseased tissue.
Profound is commercializing TULSA-PRO®, a technology that combines real-time MRI, robotically-driven transurethral ultrasound and closed-loop temperature feedback control. TULSA-PRO® is designed to provide customizable and predictable radiation-free ablation of a surgeon-defined prostate volume while actively protecting the urethra and rectum to help preserve the patient’s natural functional abilities. We believe TULSA-PRO® is demonstrating to be a flexible technology in customizable prostate ablation, including intermediate stage cancer, localized radio-recurrent cancer, retention and hematuria palliation in locally advanced prostate cancer, and the transition zone in large volume benign prostatic hyperplasia (BPH). TULSA-PRO® is CE marked and received 510(k) clearance from the U.S. Food and Drug Administration in August 2019.
Profound is also commercializing Sonalleve®, an innovative therapeutic platform that is CE marked for the treatment of uterine fibroids and palliative pain treatment of bone metastases. Sonalleve® has also been approved by the China Food and Drug Administration for the non-invasive treatment of uterine fibroids. The Company is in the early stages of exploring additional potential treatment markets for Sonalleve® where the technology has been shown to have clinical application, such as non-invasive ablation of abdominal cancers and hyperthermia for cancer therapy.
This news release includes forward-looking statements regarding Profound and its business which may include, but are not limited to, statements with respect to the Company’s expectations regarding filing a new registration statement under MJDS, its proposed listing of its common shares on Nasdaq and the efficacy of its technology in the treatment of prostate cancer, uterine fibroids and palliative pain treatment. Often, but not always, forward-looking statements can be identified by the use of words such as “plans”, “is expected”, “expects”, “scheduled”, “intends”, “contemplates”, “anticipates”, “believes”, “proposes” or variations (including negative variations) of such words and phrases, or state that certain actions, events or results “may”, “could”, “would”, “might” or “will” be taken, occur or be achieved. Such statements are based on the current expectations of the management of Profound. The forward-looking events and circumstances discussed in this release, may not occur by certain specified dates or at all and could differ materially as a result of known and unknown risk factors and uncertainties affecting the Company, including risks the pharmaceutical industry, economic factors, the equity markets generally and risks associated with growth and competition. Although Profound has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results to differ from those anticipated, estimated or intended. No forward-looking statement can be guaranteed. Except as required by applicable securities laws, forward-looking statements speak only as of the date on which they are made and Profound undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise, other than as required by law.
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