TORONTO, ONTARIO--(Marketwire - June 28, 2012) -
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR DISSEMINATION IN THE UNITED STATES
Trimel Pharmaceuticals Corporation (TSX:TRL) (the "Company" or "Trimel") is pleased to announce that it has filed a preliminary short form prospectus in connection with a proposed marketed offering of units ("Units"), with each Unit consisting of one common share of the Company ("Common Share") and one-half of one common share purchase warrant (each whole warrant, a "Warrant"). The Offering will be conducted through a syndicate of underwriters led by RBC Dominion Securities Inc. and including GMP Securities L.P. (the "Underwriters").
The Common Shares forming a part of the Units will be comprised of a combination of Common Shares issued by the Company ("Treasury Common Shares") and Common Shares sold by Crane Investments Ltd. ("Secondary Common Shares"). The Warrants forming a part of the Units will all be Warrants issued by the Company. Crane Investments Ltd. will receive the net proceeds from the sale of Secondary Common Shares. The Company will receive the net proceeds from the sale of Treasury Common Shares and the Warrants.
The Company has also agreed to grant the Underwriters an option to cover over-allotments and for market stabilization purposes (the "Over Allotment Option"), which will allow the Underwriters to purchase that number of additional Units equal to up to 15% of the offered Units. The Over Allotment Option may be exercised at any time up to 30 days after the closing of the offering.
The Company intends to use the net proceeds from the sale of Treasury Common Shares and the Warrants to pay for the costs of the clinical trials for its product pipeline and for acquisition of manufacturing equipment, leasehold improvements and general corporate purposes.
The offering is being made pursuant to a short form prospectus filed in each of the provinces of Canada, except Quebec. A copy of the preliminary short form prospectus is available on SEDAR at www.sedar.com.
The offering will be priced in the context of the market with the final terms of the offering to be determined at the time of pricing. The offering is expected to close on or about July 17, 2012 and is subject to certain customary conditions and regulatory approvals, including the approval of the Toronto Stock Exchange and the entering into by the Company, Crane Investments Ltd. and the Underwriters of an underwriting agreement.
This press release does not constitute an offer of securities for sale in the United States or to "U.S. persons" ("U.S. persons"), as such term is defined in Regulation S promulgated under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"). The securities being offered have not been, nor will be, registered under the U.S. Securities Act or any state securities laws, and may not be offered or sold in the United States or to U.S. persons absent registration or an applicable exemption from such registration requirements.
Trimel Pharmaceuticals Corporation (TSX:TRL). Developing Medications for Female Sexual Health and conditions related to Aging, and Well Being. Trimel is developing multiple product opportunities, including CompleoTRT™, a bio-adhesive intranasal Testosterone gel for the treatment of male hypogonadism, a condition commonly referred to as "Low T".
For further information, please contact either Bruce Brydon, Chairman of the Board and Chief Executive Officer at (416) 679-0711 or Kenneth Howling, Chief Financial Officer at (416) 679-0536.
Forward Looking Statements
Information in this press release that is not current or historical factual information may constitute forward-looking information within the meaning of securities laws. Implicit in this information, are assumptions regarding our future operational results. These assumptions, although considered reasonable by the Company at the time of preparation, may prove to be incorrect. Readers are cautioned that actual performance of the Company is subject to a number of risks and uncertainties, and could differ materially from what is currently expected as set out above. For more exhaustive information on these risks and uncertainties you should refer to our preliminary short form prospectus dated June 27, 2012 which is available at www.sedar.com. Forward-looking information contained in this press release is based on our current estimates, expectations and projections, which we believe are reasonable as of the current date. You should not place undue importance on forward-looking information and should not rely upon this information as of any other date. While we may elect to, we are under no obligation and do not undertake to update this information at any particular time, whether as a result of new information, future events or otherwise, except as required by applicable securities law.