VANCOUVER, BC and HOUSTON,
July 28, 2020 /CNW/
- ESSA Pharma Inc. ("ESSA", or the "Company") (Nasdaq:
EPIX) (TSXV: EPI), a clinical-stage pharmaceutical company focused
on developing novel therapies for the treatment of prostate
cancer, today announced that it has commenced an underwritten
public offering of its common shares (the "Offering"). ESSA intends
to use the net proceeds of the Offering for pre-clinical and
clinical activities, chemistry, manufacturing and controls,
research and development, as well as working capital and general
corporate purposes. In connection with the Offering, ESSA expects
to grant the underwriters a 30-day option to purchase up to an
additional 15% of the common shares offered in the Offering (the
"Option"). All common shares to be sold in the Offering will be
offered by ESSA. The Offering is subject to market conditions, and
there can be no assurance as to whether or when the Offering may be
completed, or the actual size or terms of the Offering.
Jefferies is acting as sole book-running manager for the
Offering. Oppenheimer & Co. is acting as lead manager for
the Offering and Bloom Burton Securities Inc. is acting as
co-manager for the Offering.
The securities described above are being offered by ESSA in
the United States pursuant to a
shelf registration statement on Form F-3 (File No. 333-225969) that
was previously filed by ESSA with the Securities and Exchange
Commission (the "SEC") and became effective on July 17, 2018 and in Canada pursuant to ESSA's Canadian short form
base shelf prospectus (the "Canadian Base Shelf Prospectus") dated
July 12, 2018 that was previously
filed with the securities regulatory authorities in each of the
provinces of British Columbia,
Alberta and Ontario.
For any common shares issued pursuant to the Offering on or
after the expiry of the Canadian Base Shelf Prospectus, including
any common shares issued upon exercise of the Option, the Company
will rely on the temporary exemptive relief granted pursuant to
British Columbia Instrument 51-517 – Temporary Exemption from
Certain Corporate Finance Requirements with Deadlines during the
Period from June 2 to August 31,
2020, Alberta Securities Commission Blanket Order 51-519
– Temporary Exemption from Certain Corporate Finance
Requirements with Deadlines during the Period from June 2 to August 31, 2020, and Ontario
Instrument 51-505 – Temporary Exemption from Certain Corporate
Finance Requirements with Deadlines during the Period from
June 2 to August 31, 2020 to
extend the expiry date of the Canadian Base Shelf Prospectus by 45
days.
A preliminary prospectus supplement and accompanying prospectus
relating to the Offering will be filed with the SEC and will be
available on the SEC's website at http://www.sec.gov. A preliminary
prospectus supplement to ESSA's Canadian Base Shelf Prospectus will
also be filed with the securities regulatory authorities in each of
the provinces of British Columbia,
Alberta and Ontario and will be available at
http://www.sedar.com. A copy of the preliminary prospectus
supplement and accompanying prospectus can be obtained by
contacting Jefferies LLC, Attention: Equity Syndicate Prospectus
Department, 520 Madison Avenue, 2nd Floor, New York, NY 10022, by e-mail at
prospectus_department@jefferies.com or by telephone at (877)
547-6340.
The Offering is subject to customary closing conditions,
including Nasdaq and TSX Venture Exchange approvals.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy these securities, 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 ESSA Pharma Inc.
ESSA is a clinical-stage pharmaceutical company focused on
developing novel and proprietary therapies for the treatment of
castration-resistant prostate cancer in patients whose disease is
progressing despite treatment with current therapies. The Company
filed an IND with the U.S. Food and Drug Administration for
EPI-7386 in the first calendar quarter of 2020 and clearance was
received April 30,2020. A Clinical
Trial Application was filed with Health Canada in April 2020.
Neither TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in policies of the TSX Venture
Exchange) accepts responsibility for the adequacy or accuracy of
this release.
Forward-Looking Statement
Disclaimer
This release contains certain information which, as presented,
constitutes "forward-looking information" within the meaning of the
Private Securities Litigation Reform Act of 1995 and/or applicable
Canadian securities laws. Forward-looking information involves
statements that relate to future events and often addresses
expected future business and financial performance, containing
words such as "anticipate", "believe", "plan", "estimate",
"expect", and "intend", statements that an action or event "may",
"might", "could", "should", or "will" be taken or occur, or other
similar expressions and includes, but is not limited to, statements
regarding our expectations of the Offering, the granting of the
Option, the closing of the Offering and the receipt of the approval
of Nasdaq and the TSX-V, the anticipated use of proceeds from the
Offering, and other information that is not historical
information.
Forward-looking statements and information are subject to
various known and unknown risks and uncertainties, many of which
are beyond the ability of ESSA to control or predict, and which may
cause ESSA's actual results, performance or achievements to be
materially different from those expressed or implied thereby. Such
statements reflect ESSA's current views with respect to future
events, are subject to risks and uncertainties and are necessarily
based upon a number of estimates and assumptions that, while
considered reasonable by ESSA as of the date of such statements,
are inherently subject to significant medical, scientific,
business, economic, competitive, political and social uncertainties
and contingencies. In making forward looking statements, ESSA may
make various material assumptions, including but not limited to (i)
the accuracy of ESSA's financial projections; (ii) obtaining
positive results of clinical trials; (iii) obtaining necessary
regulatory approvals; (iv) general business, market and economic
conditions; and (v) the satisfaction of customary closing
conditions related to the proposed Offering.
Forward-looking information is developed based on assumptions
about such risks, uncertainties and other factors set out herein
and in ESSA's Annual Report on Form 20-F dated December 19, 2019 under the heading "Risk
Factors", a copy of which is available on ESSA's profile on the
SEDAR website at www.sedar.com, and on ESSA's profile on EDGAR at
www.sec.gov, and as otherwise disclosed from time to time on ESSA's
SEDAR and EDGAR profiles. Forward-looking statements are made based
on management's beliefs, estimates and opinions on the date that
statements are made and ESSA undertakes no obligation to update
forward-looking statements if these beliefs, estimates and opinions
or other circumstances should change, except as may be required by
applicable Canadian and United
States securities laws. Readers are cautioned against
attributing undue certainty to forward-looking statements.
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SOURCE ESSA Pharma Inc