Kalytera Therapeutics, Inc. (TSXV:KALY, OTCQB:KALTF) (the “Company” or “Kalytera”) today provided an update on the previously announced arrangements reached with the former shareholders of Talent Biotechs Ltd. of Israel (“Talent”) modifying the Company’s obligation to make certain payment to such shareholders.
Kalytera acquired its program in the prevention and treatment of graft versus host disease (“GVHD”) in February 2017 through the acquisition of Talent. Under the purchase agreement with the former Talent shareholders, Kalytera is obligated to make certain contingent payments to them upon the achievement of various milestones, including upon issuance of patents by the U.S. Patent and Trademark Office (the “USPTO”). As previously announced, two such patents issued earlier this year, and Kalytera then became obligated to make milestone payments to the former Talent shareholders of US$2 million with respect to each such patent, or US$4 million in the aggregate. Kalytera has exclusive worldwide rights to these issued patents through an Exclusive License Agreement with MOR Research Applications, Ltd. of Israel (“MOR”).
The previously announced arrangement with the former shareholders of Talent required that upon closing of Kalytera’s public offering of units (the “Offering”), Kalytera would make a minimum payment to the former Talent shareholders of US$1.5 million, plus, if the net proceeds of the Offering exceeded US$1 million (after deducting the US$1.5 million payment and commissions an expenses incurred in the Offering), then that excess would be paid to the former Talent shareholders up to the balance owing.
Based on the above, in connection with closing of the Offering (including the exercise of the over-allotment option thereunder) Kalytera has now paid the former Talent shareholders the amount of US$2,011,380. While an additional US$226,675 would have been payable to the former Talent shareholders from the proceeds of the Offering based on the initial arrangement, under an agreed modification to the arrangement, Kalytera was permitted to continue to defer payment of that amount in order to leave Kalytera with additional cash proceeds to fund its operations.
The current balance owing to the former Talent shareholders is now US$1,988,620, which amount will be evidenced by a promissory note maturing July 31, 2019 and which will bear interest at the rate of 8% per annum. The promissory note will be secured by the rights of Talent as licensee under the Exclusive License Agreement with MOR.
Pursuant to the previously announced deferral arrangement with the former Talent shareholders, such former holders are entitled to an additional payment in connection with the deferral, which will be in the amount of CDN$1,038,218.73. The former Talent shareholders have now confirmed their election to receive such payment in units that will have terms and conditions and pricing substantially similar to the units that were issued in the Offering. The amount owing will be extinguished through the issuance of 9,438,352 units. Consistent with the units issued in the Offering, each unit will have a deemed issue price of C$0.11 and will consist of one common share and one half of one common share purchase warrant. Each whole common share purchase warrant will have an exercise price of C$0.155 per common share. The issuance of these units is subject to approval by the TSX Venture Exchange (“TSXV”).
The Company will issue the units, which will be subject to a four month hold period, as soon as practicable upon receipt of approval of the TSXV.
About Kalytera Therapeutics
Kalytera Therapeutics, Inc. is pioneering the development of cannabidiol (“CBD”) therapeutics. Through its proven leadership, drug development expertise, and intellectual property portfolio, Kalytera seeks to establish a leading position in the development of CBD medicines for a range of important unmet medical needs, with an initial focus on GVHD and treatment of acute and chronic pain.
- Website Home: https://kalytera.co/
- News and Insights: https://kalytera.co/news/
- Investors: https://kalytera.co/investors/
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.
This press release may contain certain forward-looking information and statements (“forward-looking information”) within the meaning of applicable Canadian securities legislation, that are not based on historical fact, including without limitation in respect of its product candidate pipeline, planned clinical trials, regulatory approval prospects, intellectual property objectives and other statements containing the words “believes”, “anticipates”, “plans”, “intends”, “will”, “should”, “expects”, “continue”, “estimate”, “forecasts” and other similar expressions. Readers are cautioned to not place undue reliance on forward-looking information. Actual results and developments may differ materially from those contemplated by these statements depending on, among other things, the risk that applicable regulatory approvals will not be obtained or the risk that future clinical studies may not proceed as expected or may produce unfavourable results. Kalytera undertakes no obligation to comment on analyses, expectations or statements made by third-parties, its securities, or financial or operating results (as applicable). Although Kalytera believes that the expectations reflected in forward-looking information in this press release are reasonable, such forward-looking information has been based on expectations, factors and assumptions concerning future events which may prove to be inaccurate and are subject to numerous risks and uncertainties, certain of which are beyond Kalytera’s control. The forward-looking information contained in this press release are expressly qualified by this cautionary statement and are made as of the date hereof. Kalytera disclaims any intention and has no obligation or responsibility, except as required by law, to update or revise any forward-looking information, whether as a result of new information, future events or otherwise.
- Robert Farrell
CanBud Distribution Corporation Closes 2M Second and Final Tranche of its Oversubscribed Private Placement Offering
CanBud Distribution Corporation (CSE: CBDX) (FSE: CD0) (“CanBud” or the “Corporation”) is pleased to announce that it has closed the final tranche of its oversubscribed non-brokered private placement for aggregate gross proceeds of approximately $4,730,000 (the “Offering”).
The Corporation issued a combined total of 39,409,346 units (each a “Unit“) at price of $0.12 per Unit, with each Unit comprised of one common share in the capital of the Corporation (each a “Common Share“) and one common share purchase warrant (each a “Warrant“). Each Warrant entitles the holder to purchase one additional Common Share at an exercise price of $0.22 within 24 months of the closing of the Offering (the “Warrant Term“), provided, however that if the closing price of the Common Shares on the Canadian Securities Exchange (the “CSE“) (or any such other stock exchange in Canada as the Common Shares may trade at the applicable time) is $0.25 or greater per Common Share for a period of five (5) consecutive trading days at any time after the closing date of the Offering, the Corporation may accelerate the Warrant Term such that the Warrants shall expire on the date which is 30 days following the date a press release is issued by the Corporation announcing the reduced warrant terms.
Thoughtful Brands Inc. (CSE:TBI)(FSE:1WZ1)(OTCQB:PEMTF) (the “Company” or “Thoughtful Brands) announces that the letter of intent with Franchise Cannabis Corp. (“FCC”), previously announced in January, has been terminated. The previously announced European joint venture with FCC will continue and allow the Company to launch and tailor its products to European consumer demands
In connection with termination of the merger transaction with FCC, the Company has agreed to pay FCC $100,000 in cash and to issue FCC 5,000,000 common shares of the Company at a deemed value of $0.05 per share. The common shares will be subject to a four-month-and-one-day statutory hold period in accordance with applicable securities laws.
Mergers and acquisitions (M&A) in cannabis space have helped boost the industry to new levels.
Strategic sale of non-core assets by Lobe adds non-dilutive capital and shareholder value
Lobe Sciences Ltd. (CSE: LOBE) (OTC Pink: GTSIF) (“Lobe” or the “Company”) is pleased to announce, further to its press release dated February 23, 2021, that it has completed the sale to Ionic Brands Corp. (“Ionic Brands”) of Lobe’s non-core cannabis assets relating to Washington-based Cowlitz County Cannabis Cultivation Inc. (“Cowlitz”) held by Lobe’s subsidiary vendor, Green Star Biosciences Inc. (the “Transaction”).
Seattle Area Grocery Chain Metropolitan Market to Begin Carrying KOIOS and Fit Soda on March 22, 2021
Adding to its existing presence on the west coast of the United States, all five KOIOS™ flavours and all four Fit Soda™ flavours will be carried in Metropolitan Market stores beginning on Monday, March 22, 2021. Serving the Seattle-Tacoma area (population 3.87 million), Metropolitan Market is one of five chains under its parent firm Good Food Holdings, which has a total of 51 stores in California, Oregon, and Washington State.
Koios Beverage Corp. (CSE: KBEV; OTC: KBEVF) (the “Company” or “Koios”) is pleased to announce that beginning on Monday, March 22, 2021, Koios’ entire line of canned beverage products will be sold at all locations of Metropolitan Market, an urban format supermarket chain in the Seattle-Tacoma area of Washington State. In Q1 2021, the Company announced multiple placements of its beverage products with regional grocers in markets on the west coast of the United States including Market of Choice in Oregon Jensen’s in Southern California and major natural grocery chain Sprouts Farmers Market which has a substantial west coast presence with over one third of its locations (360+ stores across 23 states) in California as well as Washington State 1 . The Company has also recently announced other developments relating to its expansion efforts being undertaken in 2021 such as an in-house beverage canning facility and distribution agreements with regional and national wholesale partners.