TEL-AVIV, Israel, June 29, 2020 /PRNewswire/ -- Therapix
Biosciences Ltd. ("Therapix" or the "Company")
(Nasdaq: TRPX), a specialty, clinical-stage pharmaceutical company
focusing on the development of cannabinoid-based treatments, today
announced that it has entered into definitive agreements with
several accredited and institutional investors providing for the
issuance of an aggregate of 5.2 million American Depositary Shares
("ADSs") at a purchase price of $0.50 per ADS, and warrants to purchase up to 2.6
million American Depositary Shares in a private placement (the
"Warrants," and together with the ADSs: the "Securities").
The warrants will have a term of five and one-half years, be
exercisable commencing six months from the issuance date, and have
an exercise price of $0.50 per ADS.
From the issue date until the date that the Company consummates a
public offering of ADSs with gross proceeds to the Company of at
least $10 million, in the event that
the Company sells shares at an effective price per ADS less than
the exercise price, the exercise price of the warrants will be
adjusted, to such lower price per ADS.
The private placement is expected to result in gross proceeds to
Therapix of $2.6 million. Therapix
intends to use the net proceeds from the offering for general
corporate purposes.
The Ordinary Shares underlying the ADSs are being deposited with
the Company's depositary bank, The Bank of New York Mellon,
together with the signing of the purchase agreement. The closing of
the sale of the Securities is expected to take place on or about
July 1, 2020, subject to satisfaction
of customary closing conditions.
Roth Capital Partners acted as the exclusive placement agent for
this offering. The securities described herein have not been
registered under the Securities Act of 1933, as amended, and may
not be sold in the United States
absent registration or an applicable exemption from the
registration requirements. The Company has agreed to file a
registration statement with the Securities and Exchange Commission
to register the resale of the ADSs, including ADSs issuable upon
exercise of the warrants described above.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy any of the securities described
herein, nor shall there be any sale of these securities in any
state or jurisdiction in which such offer, solicitation or sale
would be unlawful prior to registration or qualification under the
securities laws of any such state or jurisdiction.
About Therapix Biosciences (Nasdaq: TRPX):
Therapix Biosciences Ltd. is a specialty clinical-stage
pharmaceutical company led by an experienced team of senior
executives and scientists. Our focus is creating and enhancing a
portfolio of technologies and assets based on cannabinoid
pharmaceuticals. With this focus, the company is currently engaged
in the following drug development programs based on
tetrahydrocannabinol (THC) and/or non-psychoactive cannabidiol
(CBD): THX-110 for the treatment of Tourette syndrome and for the
treatment of obstructive sleep apnea; THX-160 for the treatment of
pain; and THX-210 for the treatment of autism spectrum disorder and
epilepsy. Please visit our website for more information
at www.therapixbio.com, the content of which is not a part of
this press release.
Forward-Looking Statements:
This press release contains forward-looking statements within
the meaning of the "safe harbor" provisions of the Private
Securities Litigation Reform Act of 1995 and other Federal
securities laws. For example, the Company is using forward-looking
statements when it discusses the proposed private placement, the
successful closing of the private placement and planned use of the
net proceeds from the private placement. Because such statements
deal with future events and are based on the Company's current
expectations, they are subject to various risks and uncertainties
and actual results, performance or achievements of the Company
could differ materially from those described in or implied by the
statements in this press release. The forward-looking statements
contained or implied in this press release are subject to other
risks and uncertainties, including those discussed under the
heading "Risk Factors" the Company's Annual Report on Form 20-F
filed with the SEC on June 15, 2020,
and in subsequent filings with the U.S. Securities and Exchange
Commission. Except as otherwise required by law, the Company
disclaims any intention or obligation to update or revise any
forward-looking statements, which speak only as of the date they
were made, whether as a result of new information, future events or
circumstances or otherwise.
Investor Contact:
Oz Adler, CFO
IR@therapixbio.com
Tel: +972-3-6167055
info@therapixbio.com
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SOURCE Therapix Biosciences Ltd.