Lattice Biologics Ltd. (TSX-V: LBL) (OTCBB: LBLTF) (“Lattice Biologics” or the “Company”) is pleased to announce that it has entered into a definitive agreement (the "Agreement") with Alumina Partners (Ontario) Ltd. ("Alumina") for a commitment of up to$6,000,000 CDN (six million dollars) in an at-will offering facility (the "Facility"). This facility replaces the previously announced private placement announced on March 17th, 2020.
Pursuant to the terms of the Agreement, for a period of twenty four months the Company has the right to draw down on the Facility, at any time, at its sole election, in equity private placement tranches of up to $1,000,000. Each tranche will be comprised of units ("Units") with each Unit consisting of one common share ("Share") and one common share purchase warrant ("Warrant"), at discounts between 15-25% of the closing price of the shares on the day prior to Lattice Biologics’ drawdown notice to Alumina.
The exercise price of the Warrants will be at a 25% premium over the market price at the time of issuance and have a term of three years. Further, the Warrants will also contain a provision for accelerated expiry should Lattice Biologics’ Shares trade on the TSX-V, for a period of 10 consecutive trading days, at a premium of at least 200% above the warrant exercise price.
This Facility will provide additional financial flexibility for Lattice Biologics as it accelerates its growth to support Phase 1 trials for its stem cell-based treatment of COVID-19. The expected capital allocation to secure Phase 1 approval is $1 million. The initial tranche can be up to $1,000,000 and is subject to TSX approval. Subsequent transactions are also subject to TSX approval. The minimum price for any financing under the facility is the Discounted Market Price allowable under TSXV policies at the time of the announcement which could range from 15-25%.
The terms of the Facility are structured so that funds may be drawn on an as needed basis, allowing Lattice Biologics to finance as it achieves clinical milestones. There are no transaction fees associated with the facility, no minimum amounts that must be drawn down and no penalties in the event that Lattice Biologics elects not to draw upon the facility.
Guy Cook, Lattice Biologics’ CEO, commented: "We are excited to enter into this facility with Alumina Partners which will support our Phase I trials. I am delighted that the principals of Alumina share our vision of novel stem cell-based therapeutics. The capital will help fuel our growth at a critical juncture."
“We are thrilled to invest in Lattice as they embark upon Phase I trials of AmnioBoost,” said Adi Nahmani, Managing Member of Alumina Partners. “As medical science struggles to identify safe and effective treatment candidates for COVID-19, every avenue must be explored with all due haste. AmnioBoost is ready for clinical trials, and we look forward to seeing a fully capitalized Lattice move that ball forward.”
