IntelGenx Launches Preferred Share Regulation A Offering
SAINT LAURENT, Quebec, Feb. 20, 2024 (GLOBE NEWSWIRE) — IntelGenx Corp. (TSX:IGX) (OTCQB:IGXT) (the “Company” or “IntelGenx”) today announced the launch of a Regulation A offering of up to 2,000,000 shares of Series A Convertible Cumulative Preferred Stock (“Series A Preferred Stock”), par value $0.00001 per share, at an offering price of $10.00 per share (the “Offering”), for a maximum Offering amount of $20,000,000.
Holders of the Series A Preferred Stock will be entitled to receive cumulative dividends in the amount of $0.20 per share each quarter, or 8% per year. Each share of Series A Preferred Stock will be convertible into twenty (20) shares of our common stock (“Common Stock) at the option of the holder, subject to certain conditions in accordance with the requirements of the Toronto Stock Exchange. Commencing on the fifth anniversary of the initial closing of this offering and continuing indefinitely thereafter, the Company shall have a right to call for redemption the outstanding shares of the Series A Preferred Stock at a call price equal to 150% of the original issue price of the Series A Preferred Stock, and correspondingly, each holder of shares of the Series A Preferred Stock shall have a right to sell the shares of Series A Preferred Stock held by such holder back to the Company at a price equal to 150% of the original issue purchase price of such shares. The Series A Preferred Stock being offered will rank, as to dividend rights and rights upon the Company’s liquidation, dissolution, or winding up, senior to the Common Stock.
“We are excited to launch this Offering of non-traded preferred shares to allow the Company to raise funds at a valuation that we believe is more reflective of our assets and business prospects,” stated Dwight Gorham, IntelGenx’s CEO. “With the pending U.S. commercial launch of RizaFilm®, which we continue to expect to occur in the second quarter, we will be entering into a phase of anticipated rapid growth. This raise will allow us to support that while we also continue to make strategic investments in the advancement of the rest of our product pipeline and services portfolio.”
In the United States, the Offering is being made pursuant to Regulation A under the United States Securities Act of 1933, as amended (the “Securities Act”), and as a private placement in all provinces and territories of Canada, except Quebec. An Offering Statement on Form 1-A, as amended (the “Offering Statement”), relating to these securities has been filed with the U.S. Securities and Exchange Commission (“SEC”) and has been qualified. A copy of the Preliminary Offering Circular that forms a part of the Offering Statement is available on the Company’s EDGAR profile at www.sec.gov/edgar.
The securities being offered have not been registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements
The Company intends to use the net proceeds of the Offering for product launches, debt repayment and working capital purposes. The Offering is subject to receipt of all necessary approvals, including approval of the Toronto Stock Exchange.
This press release does not constitute an offer to sell nor a solicitation of an offer to purchase any securities in any jurisdiction in which such an offer or solicitation is not authorized and does not constitute an offer within any jurisdiction to any person to whom such offer would be unlawful.
About IntelGenx
IntelGenx is a leading drug delivery company focused on the development and manufacturing of pharmaceutical films.
IntelGenx’s superior film technologies, including VersaFilm®, DisinteQ™, VetaFilm® and transdermal VevaDerm™, allow for next generation pharmaceutical products that address unmet medical needs. IntelGenx’s innovative product pipeline offers significant benefits to patients and physicians for many therapeutic conditions.
IntelGenx’s highly skilled team provides comprehensive pharmaceuticals services to pharmaceutical partners, including R&D, analytical method development, clinical monitoring, IP and regulatory services. IntelGenx’s state-of-the-art manufacturing facility offers full service by providing lab-scale to pilot- and commercial-scale production. For more information, visit www.intelgenx.com.
Forward-Looking Statements
This document may contain forward-looking statements about IntelGenx’s operating results and business prospects that involve substantial risks and uncertainties. Statements that are not purely historical are forward-looking statements within the meaning of Section 21E of the United States Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act. These statements include, but are not limited to, statements about IntelGenx’s plans, objectives, expectations, strategies, intentions or other characterizations of future events or circumstances and are generally identified by the words “may,” “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates,” “could,” “would,” and similar expressions. All forward looking statements are expressly qualified in their entirety by this cautionary statement. Because these forward-looking statements are subject to a number of risks and uncertainties, IntelGenx’s actual results could differ materially from those expressed or implied by these forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, those discussed under the heading “Risk Factors” in IntelGenx’s annual report on Form 10-K, filed with the SEC and available at www.sec.gov/edgar, and also filed with Canadian securities regulatory authorities at www.sedarplus.com. IntelGenx assumes no obligation to update any such forward-looking statements.
The Offering will be made in the United States only by means of the Offering Statement. The securities offered by IntelGenx are highly speculative. Investing in shares of IntelGenx involves significant risks. The investment is suitable only for persons who can afford to lose their entire investment. Furthermore, investors must understand that such investment could be illiquid for an indefinite period of time. No public market currently exists for the securities, and if a public market develops following the offering, it may not continue.
For additional information on IntelGenx, the Offering and any other related topics, please review the Offering Statement that can be found by searching for IntelGenx Technologies Corp. on www.sec.gov/edgar. Additional information concerning risk factors related to the Offering, including those related to the business, government regulations, intellectual property and the offering in general, can be found in the section titled “Risk Factors” of the Offering Statement.
Source: IntelGenx Technologies Corp.
For IntelGenx:
Stephen Kilmer
Investor Relations
(647) 872-4849
stephen@kilmerlucas.com
Or
Andre Godin, CPA, CA
President and CFO
IntelGenx Corp.
(514) 331-7440 ext 203
andre@intelgenx.com
