MONTREAL, QUEBEC--(Marketwired - Nov. 25, 2016) -
NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES.
Theratechnologies Inc. ("Theratechnologies") (TSX:TH) today announced that it has filed and obtained a receipt for a final short form prospectus (the "Prospectus") in connection with the previously-announced offering of 5,323,000 common shares (the "Shares") on an underwritten basis, at a price of $3.10 per Share (the "Offering") for gross proceeds of $16,501,300. The closing of the Offering is expected to occur on or about December 5, 2016 and is subject to certain customary conditions including, but not limited to, the receipt of all necessary approvals, including the approval of the Toronto Stock Exchange.
Theratechnologies has also granted the underwriters an option to purchase up to 798,450 additional Shares (the "Over-Allotment Shares"), representing 15% of the number of Shares offered in the Offering, at the same price and on the same terms and conditions as the Offering, exercisable in whole or in part at any time not later than 30 days following the closing of the Offering to cover any over-allotments and for market stabilization purposes (the "Over-Allotment Option").
Pursuant to the Offering, the Shares will be offered in all provinces of Canada under the Prospectus and in the U.S. on a private placement basis pursuant to exemptions from registration requirements. The Shares have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "Securities Act"), and, may not be offered, sold or delivered, directly or indirectly, in the United States or to or for the account or benefit of any U.S. person unless the securities are registered under the Securities Act or an exemption from the registration requirements of the Securities Act is available.
The information in this news release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of, the securities referred to herein in any jurisdiction in which such offer, solicitation or sale would require preparation of any prospectus or other offer documentation, or be unlawful prior to registration, exemption from registration or qualification under the securities laws of any such jurisdiction.
Theratechnologies (TSX:TH) is a specialty pharmaceutical company addressing unmet medical needs to promote healthy living and an improved quality of life among HIV patients. Further information about Theratechnologies is available on the Company's website at www.theratech.com and on SEDAR at www.sedar.com.
This press release contains forward-looking statements and forward-looking information, or, collectively, forward-looking statements, within the meaning of applicable securities laws, that are based on our management's belief and assumptions and on information currently available to our management. You can identify forward-looking statements by terms such as "may", "will", "should", "could", "would", "outlook", "believe", "plan", "envisage", "anticipate", "expect" and "estimate", or the negatives of these terms, or variations of them. Forward-looking statements are based upon a number of assumptions and are subject to a number of risks and uncertainties, many of which are beyond Theratechnologies' control that could cause actual results to differ materially from those that are disclosed in or implied by such forward-looking information. These assumptions include but are not limited to, the following: the Offering will be completed on the terms described herein, the Underwriters will not terminate the Offering, and the closing of the Offering will occur on or about December 5, 2016. These risks and uncertainties include, but are not limited to, the risk that the Offering is not completed as described herein because of an amendment to its terms, because the Underwriters withdraw from the Offering or because market conditions do not allow the Offering to be completed.
We refer potential investors to the "Risk Factors" section of our Annual Information Form dated February 24, 2016 available on SEDAR at www.sedar.com. The reader is cautioned to consider these and other risks and uncertainties carefully and not to put undue reliance on forward-looking statements. Forward-looking statements reflect current expectations regarding future events and speak only as of the date of this press release and represent our expectations as of that date. We undertake no obligation to update or revise the information contained in this press release, whether as a result of new information, future events or circumstances or otherwise, except as may be required by applicable law.