Arch Biopartners Retains Market Maker and Arranges Non Brokered Private Placement Financing
TORONTO, ONTARIO--(Marketwired - July 24, 2017) - Arch Biopartners Inc., (Arch or the Company) (TSX VENTURE:ARCH)(OTCBB:ACHFF) announced today it has retained Mackie Research Capital Corporation ("Mackie Research") to provide market-making services to the Company in compliance with, and subject to, the policies, guidelines and approval of the TSX Venture Exchange and other applicable legislation.
Mackie Research will trade shares of Arch on the TSX Venture for the purposes of maintaining a reasonable market and improving the liquidity of the Company's common shares. The agreement between Mackie Research and the Company is set to begin August 1, 2017 for a minimum one year term and the Company has agreed to pay Mackie Research $3,500 per month during the term. After the one-year period, either party with written notice of 60 days may terminate the engagement. The Company and Mackie Research act at arm's length, but Mackie Research may provide investment banking services to Arch, and Mackie Research and/or its clients may have an interest, directly or indirectly, in the securities of the Company. The agreement is solely for the purposes of maintaining market stability and liquidity for the Company's common shares and is not a formal market making agreement.
There are no market oriented performance factors contained in the agreement between Mackie Research and the Company. Mackie Research will be compensated only on a fee for service basis and will not receive any shares or options from the Company as compensation for the liquidity services it will provide.
Arch intends to complete a non-brokered private placement offering of up to 300,000 units priced at $0.50 per unit (the "Units") for gross proceeds of up to $150,000 (the "Offering"). Each Unit will consist of one common share of the Company and one common share purchase warrant (the "Warrant"). Each Warrant will entitle the holder thereof to acquire one common share of the Company at an exercise price of $0.50 per common share for a period of 24 months from the closing date of the Offering. All securities issued in connection with the Offering will be subject to a hold period of four months and one day from the closing date.
A portion or all of the Offering may be completed pursuant to Multilateral CSA Notice 45-318 - Prospectus Exemption for Certain Distributions through an Investment Dealer ("CSA 45-318") and the corresponding blanket orders and rules implementing CSA 45-318 in the participating jurisdictions in respect thereof (collectively with CSA 45-318, the "Investment Dealer Exemption"). In order for the Company to be able to rely on the Investment Dealer Exemption, each subscriber must purchase the shares as principal and obtain advice regarding the suitability of the investment from a person that is registered as an investment dealer in the jurisdiction in which the subscriber is a resident.
The Company intends to use the proceeds to increase working capital and keep up to date with its trade payables as it prepares for first-in-human trials for AB569 and Metablok.
A $125,000 tranche of the Offering is expected to close July 25, 2017 and the balance over the next two weeks, subject to certain conditions including, but not limited to, the receipt of applicable regulatory approvals, including conditional and final approval of the TSXV as well as the satisfaction of other customary closing conditions. Finder's fees may be paid in connection with the Offering. There is no material fact or material change about the Company that has not been generally disclosed.
About Mackie Research Capital Corporation
Mackie Research is one of Canada's largest independent full service investment firms, and proudly traces its roots back to 1921. Mackie Research is privately owned by many of its 300 employees. As a fully integrated national investment dealer, Mackie Research offers a full complement of capital markets and wealth management services to private clients, institutions and growth companies.
About Arch Biopartners
Arch Biopartners Inc. is focused on the development of innovative technologies that have the potential to make a significant medical or commercial impact. Arch works closely with the scientific community, universities and research institutions to advance and build the value of select preclinical technologies, develop the most promising intellectual property, and create value for its investors.
Arch has established a diverse portfolio that includes AB569, a potential new treatment for antibiotic resistant bacterial infections; Metablok, a potential treatment for sepsis and cancer metastasis; MetaMx, which targets elusive brain tumor initiating cells; and, 'Borg' peptide coatings that increase corrosion resistance and decrease biofilm on various medical grade metals and plastics.
For more information on Arch Biopartners, other public documents Arch has filed on SEDAR and its technologies including, please visit www.archbiopartners.com.
The Company has 54,849,679 common shares outstanding.
All statements, other than statements of historical fact, in this news release are forward looking statements that involve various risks and uncertainties, including, without limitation, statements regarding the future plans and objectives of the Company. There can be no assurance that such statements will prove to be accurate. Actual results and future events could differ materially from those anticipated in such statements. These and all subsequent written and oral forward-looking statements are based on the estimates and opinions of management on the dates they are made and are expressly qualified in their entirety by this notice. The Company assumes no obligation to update forward-looking statements should circumstances or management's estimates or opinions change.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.