NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
KELOWNA, BRITISH COLUMBIA, March 6, 2017 – Lexaria Bioscience Corp. (OTCQB: LXRP) (CSE: LXX) (the “Company” or “Lexaria”) is pleased to announce that it has entered into an agreement with Eight Capital as lead agent, on behalf of a syndicate of agents including Haywood Securities Inc. and Echelon Wealth Partners (collectively, the “Agents”), pursuant to which the Agents have agreed to offer for sale, on a “best efforts” private placement basis, units of the Company (“Units”) at a price per Unit of US$0.42 (the “Offering Price”), for total gross proceeds of up to US$2,500,000 (the “Offering”). Subject to the receipt of all required regulatory approvals, each Unit shall consist of one common share of the Company (a “Share”) and one-half of one Share purchase warrant (each whole Share purchase warrant, a “Warrant”). Each Warrant shall entitle the holder to acquire one Share at a price of US$0.60 per Share for a period of 24 months following the closing of the Offering.
The Company has granted the Agents an option to offer for sale up to an additional 20% of the Units at the Offering Price, exercisable in whole or in part, at any time on or prior to 48 hours prior to the closing of the Offering.
The net proceeds of the Offering will be used to fund the Company’s research collaboration with National Research Council Canada; other Lexaria-developed R&D related to the delivery and bioavailability of cannabis, vitamins, NSAIDs and nicotine; and working capital and general corporate purposes.
The Offering is scheduled to close on or about March 28, 2017, and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals, including the approval of the Canadian Securities Exchange and the applicable securities regulatory authorities. All securities issued will be subject to a four month hold period in accordance with applicable Canadian securities laws, and will be “restricted securities” as defiend under the securities law of the United States.
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. The securities being offered have not been, nor will they be, 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 the registration requirements of the United States Securities Act of 1933, as amended, and applicable state securities laws.
Lexaria Bioscience Corp. is a food biosciences company with a proprietary technology for improved delivery of bioactive compounds. The Company’s lipophilic enhancement technology has been shown to enhance the bioavailability of orally ingested cannabinoids, while also improving taste. This technology promotes healthy ingestion methods, lower overall dosing and higher effectiveness in active molecule delivery. The Company’s technology is patent-protected for cannabidiol (CBD) and all other nonpsychoactive cannabinoids, and patent-pending for Tetrahydrocannabinol (THC), other psychoactive cannabinoids, non-steroidal anti-inflammatory drugs (NSAIDs), nicotine and other molecules. www.lexariabioscience.com
This release includes forward-looking statements. Statements which are not historical facts are forward-looking statements. The Company makes forward-looking public statements concerning its expected future financial position, results of operations, cash flows, financing plans, business strategy, products and services, competitive positions, growth opportunities, plans and objectives of management for future operations, including statements that include words such as “anticipate,” “if,” “believe,” “plan,” “estimate,” “expect,” “intend,” “may,” “could,” “should,” “will,” and other similar expressions are forward-looking statements. Such forward-looking statements are estimates reflecting the Company’s best judgment based upon current information and involve a number of risks and uncertainties, and there can be no assurance that other factors will not affect the accuracy of such forward-looking statements. Access to capital, or lack thereof, is a major risk and there is no assurance that the Company will be able to raise any part of the $3,000,000 in capital contemplated within this press release. Factors which could cause actual results to differ materially from those estimated by the Company include, but are not limited to, government regulation, managing and maintaining growth, the effect of adverse publicity, litigation, competition, the patent application and approval process and other factors which may be identified from time to time in the Company’s public announcements and filings. There is no assurance that existing capital is sufficient for the Company’s needs or that it will be able to raise additional capital. There is no assurance that any planned corporate activity, business venture, or initiative will be pursued, or if pursued, will be successful. There is no assurance that any of Lexaria’s postulated uses, benefits, or advantages for the patented and patent-pending technology will in fact be realized in any manner or in any part. No statement herein has been evaluated by the Food and Drug Administration (FDA). Lexaria Energy Foods and ViPova™ products are not intended to diagnose, treat, cure or prevent any disease.
The CSE has not reviewed and does not accept responsibility for the adequacy or accuracy of this release.
FOR FURTHER INFORMATION PLEASE CONTACT:
Lexaria Bioscience Corp.
Chairman & CEO