Québec City, March 5, 2015 – TSO3 Inc. (“TSO3” or the “Company”) (TSX: TOS), an innovator in sterilization technology for medical devices in healthcare settings, is pleased to announce today that it has successfully completed its previously announced public offering of 9,200,000 units, at a price of C$1.25 per unit for aggregate gross proceeds to TSO3 of C$11,500,000 (the “Offering”). The Offering was completed on a bought deal basis through a syndicate of underwriters co-led by Desjardins Capital Markets and Canaccord Genuity and including Euro Pacific Canada Inc. and Laurentian Bank Securities Inc. Each unit is comprised of one common share and one common share purchase warrant (a “Warrant”). Each Warrant entitles the holder thereof to acquire one common share of TSO3 at a price of C$1.875 per common share at any time until March 5, 2017. The Warrants are subject to an accelerated expiry if, at any time after September 30, 2015, the closing trade price of the common shares on the Toronto Stock Exchange (the “TSX”) is equal or superior to C$2.00 for any 10 consecutive trading days.
This Offering was made through a short form prospectus filed in all provinces of Canada. The common shares being issued pursuant to the Offering have been approved for listing on the TSX. Following the closing of the Offering, there are 82,599,656 common shares of TSO3 issued and outstanding.
As the Company recently obtained U.S. regulatory clearance for the STERIZONE® VP4 Sterilizer, net proceeds from the Offering will be used to strengthen the Company’s financial position in support of a channel partner activity, ramp-up working capital to support sales, and for general corporate purposes.
This news release is not an offer of securities for sale in the United States and is not an offer to sell or solicitation of an offer to buy any securities of the Company, nor shall it form the basis of, or be relied upon in connection with any contract for purchase or subscription. Securities may not be offered or sold in the United States absent registration under the U.S. Securities Act of 1933 or an exemption from registration thereunder. These securities have not been and will not be registered under the Securities Act or the securities laws of any state and may not be offered or sold in the United States absent registration under the Securities Act and applicable state securities laws or pursuant to an applicable exemption therefrom.
TSO3’s activities encompass the sale, production, maintenance, research, development and licensing of sterilization processes, related consumable supplies and accessories for heat-sensitive medical devices. The Company designs products for sterile processing areas in the hospital environment that offer an advantageous replacement solution to other low temperature sterilization processes currently used in hospitals. It also offers services related to the maintenance of sterilization equipment and compatibility testing of medical devices with such processes.
For more information about TSO3, visit the Company’s Web site at www.tso3.com.
The statements in this release and oral statements made by representatives of TSO3 relating to matters that are not historical facts (including, without limitation, those regarding the timing or outcome of any financing undertaken by TSO3) are forward-looking statements that involve certain risks, uncertainties and hypotheses, including, but not limited to, general business and economic conditions, the condition of the financial markets, the ability of TSO3 to obtain financing on favourable terms and other risks and uncertainties.
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