Nuvo enters into a bought deal agreement for gross proceeds of $20 million
June 22, 2007
/NOT FOR DISTRIBUTION TO U.S. NEWS SERVICES OR DISSEMINATION IN THE UNITED STATES/ MISSISSAUGA, ON, June 22 /CNW/ - Nuvo Research Inc. (TSX:NRI) has today entered into an agreement with a syndicate of underwriters co-led by Westwind Partners Inc. and Dundee Securities Corporation (the "Underwriters") under which the Underwriters have agreed to buy 100,000,000 units (the "Units") from Nuvo on a bought-deal basis and sell them to the public at a price of $0.20 per Unit, subject to the fulfillment of certain conditions. The Company has also granted to the Underwriters an over-allotment option to purchase an additional 15,000,000 Units at the same price, exercisable by the Underwriters. Each Unit consists of one common share of Nuvo and one-half of one warrant, each whole warrant being exercisable to acquire an additional common share of Nuvo at a price of $0.30 per share for 24 months. The gross proceeds raised from the offering will be $20,000,000 ($23,000,000 if the over-allotment option is exercised). The offering is subject to the approval of the TSX. The Units will be offered in Canada by short form prospectus, and in such other jurisdictions, including the United States and in those jurisdictions outside of Canada which are agreed to by the Company and the Underwriters, where the Units can be issued on a private placement basis, exempt from any prospectus, registration or other similar requirements. The offering is expected to close on or about July 12, 2007. Nuvo intends to use the net proceeds of the offering to fund studies required to support Nuvo's resubmission of its application for Pennsaid® approval by the U.S. FDA, the ongoing development of its pipeline products, including Pennsaid Plus™, and for working capital and other corporate purposes. The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful. About Nuvo Research Inc. Nuvo is focused on developing innovative site-specific therapeutics that are delivered topically using the Company's skin-penetrating technologies. Nuvo's lead product is Pennsaid®, a topical non-steroidal anti-inflammatory (NSAID) used for the treatment of osteoarthritis. Nuvo intends to leverage its skin-penetrating technologies to create a portfolio of transdermal products targeting a variety of indications. Nuvo Research Inc. is a publicly traded, Canadian pharmaceutical company headquartered in Mississauga, Ontario, with manufacturing facilities in Varennes, Québec, and Wanzleben, Germany. For more information, please visit www.nuvoresearch.com. This release may contain forward-looking statements, subject to risks and uncertainties beyond management's control. Actual results could differ materially from those expressed here. Risk factors are discussed in the Company's annual information form filed with the securities commissions in each of the provinces of Canada. The Company undertakes no obligation to revise forward-looking statements in light of future events.
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