Bioasis Announces Bridge Financing

10/29/19

GUILFORD, Conn.--(BUSINESS WIRE)--BIOASIS TECHNOLOGIES INC. (OTCQB:BIOAF; TSX.V:BTI), a pre-clinical, research-stage biopharmaceutical company developing its proprietary xB3 ™ platform technology for the delivery of therapeutics across the blood-brain barrier and the treatment of central nervous system disorders in areas of high unmet medical need, including brain cancers and neurodegenerative diseases, today announced that it intends to complete a bridge financing transaction for gross proceeds of approximately CAD$700,000.

Bioasis intends to use the proceeds of the Bridge Financing for working capital purposes and to fund ongoing operations as it continues to pursue additional financing alternatives, including multiple potential technology licensing transactions which may yield near term cash inflows from upfront payments. Bioasis does not currently expect to complete the proposed brokered private placement that was previously announced on September 23, 2019, but is continuing to work with Boustead Securities, LLC on other strategic and long-term financing opportunities.

“It is extremely gratifying to have this strong support from a group of shareholders, who approached the Company offering this Bridge Financing, as we work towards the execution of a number of strategic transactions,” said Dr. Deborah Rathjen, Executive Chair of Bioasis.

Under the Bridge Financing, Bioasis will issue unsecured debentures (the “Debentures”) to a group of arm’s length investors. The Debentures will have a term of five years and bear interest at a rate of 15% per annum, payable on a quarterly basis. Starting on the first anniversary of the issuance of the Debentures, Bioasis will have the right to redeem the Debentures at a redemption price initially equal to par plus 5% with the premium declining by 1% each year (resulting in a redemption price equal to par plus 2% in the final year of the five year term).

Each investor in the Bridge Financing will also receive warrants to purchase common shares of Bioasis (the “Bonus Warrants”) on the basis of 5,128 Bonus Warrants for every $1,000 in principal of Debentures purchased. Each Bonus Warrant will entitle the holder, thereof, to purchase one common share of Bioasis at a price of CAD$0.195 per share (being the closing price of the common shares on the TSX Venture Exchange on October 25, 2019) for a period of five years.

The Company will pay finder fees relating to the Bridge Financing in the form of (i) a cash fee equal to 8% of the gross proceeds received from the issuance of the Debentures and the exercise of the any Bonus Warrants and (ii) the issuance of warrants, on the same terms as Bonus Warrants, to purchase that number of common shares equal to the gross proceeds received from the issuance of the Debentures and the exercise of the any Bonus Warrants divided by $0.195.

Completion of the Bridge Financing, the issuance of the Bonus Warrants and payment of the finder fee are all subject to TSX Venture Exchange approval. All the securities issued pursuant to the Bridge Financing will be subject to a hold period in Canada, expiring four months and a day after the closing date.

About Bioasis

Bioasis Technologies Inc. is a biopharmaceutical company developing the xB3 ™ platform, a proprietary technology for the delivery of therapeutics across the blood brain barrier and the treatment of CNS disorders in areas of high unmet medical need, including brain cancers and neurodegenerative diseases. The delivery of therapeutics across the blood brain barrier represents the final frontier in treating neurological disorders. The in-house development programs at Bioasis are designed to develop symptomatic and disease-modifying treatments for brain-related diseases and disorders. The company maintains headquarters in Guilford, Conn., United States. Bioasis trades on the TSX Venture Exchange under the symbol “BTI” and on the OTCQB under the symbol “BIOAF.” For more information about the company, please visit www.bioasis.us.