CARLSBAD, Calif., Sept. 15, 2021 (GLOBE NEWSWIRE) — Aurora Spine Corporation (“Aurora Spine” or the “Company”) (TSXV: ASG) (OTCQB: ASAPF), a designer and manufacturer of innovative medical devices that improve spinal surgery outcomes, today announced that it has entered into securities purchase agreements for a private placement of the Company’s common shares (or common share equivalents) (a “Common Share” and, collectively, the “Common Shares”) and warrants to purchase common shares (“Common Warrants“) to institutional investors for aggregate gross proceeds to the Company of approximately C$6.5 million (the “Private Placement“). Pursuant to the Private Placement, the Company will issue up to 11,220,930 Common Shares and Common Warrants to purchase up to 8,415,697 Common Shares at a combined purchase price of C$0.58 per Common Share and associated Common Warrant. Each Common Warrant will entitle the holder thereof to purchase one Common Share at an exercise price of C$0.75 per share at any time prior to the three-year anniversary of the closing date of the Private Placement (the “Closing Date“). The Company expects the Closing Date to occur on or about September 17, 2021. The Private Placement is subject to the satisfaction of certain customary closing conditions, including the receipt of all necessary regulatory and stock exchange approvals, including the approval of the TSX Venture Exchange.
A.G.P./Alliance Global Partners (the “Agent“) is acting as the exclusive placement agent for the Private Placement in the United States. The Company will pay a cash commission to the Agent equal to: (i) 7.0% of the aggregate gross proceeds of the Private Placement; and (ii) 7.0% of the proceeds received by the Company from the exercise of Common Warrants. In addition, the Company will issue to the Agent broker warrants equal to 5.0% of the number of Common Shares sold under the Private Placement (“Broker Warrants“). Each Broker Warrant will entitle the holder thereof to purchase one Common Share at an exercise price of C$0.58 per share at any time prior to the three-year anniversary of the Closing Date.
In the United States, the Common Shares, Common Warrants and the shares issuable upon the exercise of the Common Warrants will be offered on a private placement basis pursuant to exemptions from the registration requirements of the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), and certain other jurisdictions in accordance with applicable securities laws.
No securities will be offered for sale or sold in Canada.
This news release shall not constitute an offer to sell, or a solicitation of an offer to buy, any securities of the Company nor shall there be any sale of any of the securities in any jurisdiction in Canada in connection with the Private Placement; nor shall it constitute an offer to sell, or the solicitation of an offer to buy, any securities of the Company nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. This news release shall not constitute an offer of securities for sale in the United States. The securities have not been, nor will be, registered under the U.S. Securities Act and such securities may not be offered or sold within the United States absent registration under U.S. federal and state securities laws or an applicable exemption from such U.S. registration requirements.
About Aurora Spine Corporation
Aurora Spine is focused on bringing new solutions to the spinal implant market through a series of innovative, minimally invasive, regenerative spinal implant technologies. Additional information can be accessed at www.aurora-spine.com or www.aurorapaincare.com.
Contact:
Aurora Spine Corporation
Trent Northcutt
President and Chief Executive Officer
(760) 424-2004
Chad Clouse
Chief Financial Officer
(760) 424-2004
www.aurora-spine.com
Adam Lowensteiner
LYTHAM PARTNERS, LLC
Phoenix | New York
Telephone: 646-829-9700
[email protected]
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.
Forward-Looking Statements
This news release contains “forward-looking information” within the meaning of applicable securities laws. All statements contained herein that are not clearly historical in nature may constitute forward-looking information. In some cases, forward-looking information can be identified by words or phrases such as “may”, “will”, “expect”, “likely”, “should”, “would”, “plan”, “anticipate”, “intend”, “potential”, “proposed”, “estimate”, “believe” or the negative of these terms, or other similar words, expressions, and grammatical variations thereof, or statements that certain events or conditions “may” or “will” happen, or by discussions of strategy.
Where Aurora Spine expresses or implies an expectation or belief as to future events or results, such expectation or belief is based on assumptions made in good faith and believed to have a reasonable basis. Such assumptions include, without limitation, the expected completion of the Private Placement.
However, forward-looking statements are subject to risks, uncertainties, and other factors, which could cause actual results to differ materially from future results expressed, projected, or implied by such forward-looking statements. Such risks include, but are not limited to, that sufficient capital and financing cannot be obtained on reasonable terms, or at all, and that technologies will not prove as effective as expected.
Accordingly, undue reliance should not be placed on forward-looking statements and the forward-looking statements contained in this press release are expressly qualified in their entirety by this cautionary statement.
The forward-looking statements contained herein are made as at the date hereof and are based on the beliefs, estimates, expectations, and opinions of management on such date. Aurora Spine does not undertake any obligation to update publicly or revise any such forward-looking statements or any forward-looking statements contained in any other documents whether as a result of new information, future events or otherwise or to explain any material difference between subsequent actual events and such forward-looking information, except as required under applicable securities law. Readers are cautioned to consider these and other factors, uncertainties, and potential events carefully and not to put undue reliance on forward-looking information.