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CALGARY, AB, July 29, 2021 /CNW/ - (the "Company" or "Nanalysis"), (TSXV: NSCI) (OTCQX: NSCIF) (FRA: 1N1) is pleased to announce that it has entered into an agreement with a syndicate of underwriters led by Echelon Wealth Partners Inc. (the "Underwriters") pursuant to which the Underwriters have agreed to purchase 6,666,700 units (the "Units") from the treasury of the Company, at a price of $1.20 per Unit (the "Issue Price") and offer them to the public by way of a short form prospectus for total gross proceeds of approximately $8,000,000 (the "Offering"). Each Unit will consist of one common share of the Company (each a "Common Share") and one-half of one common share purchase warrant (each full warrant, a "Warrant" and collectively the "Warrants"). Each whole Warrant shall entitle the holder thereof to acquire one Common Share for an exercise price of C$1.70 for period 24 months following the Closing Date.
The Company has granted the Underwriters an option to purchase up to an additional 15% of the Units at the Issue Price. The Over-Allotment Option may be exercised in whole or in part to purchase Common Shares, Warrants or Units as determined by the Underwriters upon written notice to the Company at any time up to 30 days following the Closing Date (the "Over-Allotment Option").
The Company intends to use the net proceeds of the Offering for sales, marketing, research and development, acquisitions, general administrative and working capital purposes.
The Offering will be completed (i) by way of a short form prospectus of the Company to be filed in British Columbia, Alberta, and Ontario, (ii) on a private placement basis in the United States pursuant to exemptions from the registration requirements of the United States Securities Act of 1933, as amended (the "U.S. Securities Act") and (iii) outside Canada and the United States on a basis which does not require the qualification or registration of any of the Company's securities under domestic or foreign securities laws.
This news release does not constitute an offer to sell or a solicitation of an offer to sell any of securities in the United States. The securities have not been and will not be registered under the U.S. Securities Act or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
Concurrently with the Offering the Company may conduct a non-brokered private placement for up to $5,000,000 of Units issued on the same terms as the Offering.
The Offering is expected to close on or about August 25, 2021, or such other date as the Company and the Underwriters may agree, and is subject to customary closing conditions, including the approval of the securities regulatory authorities and the TSX Venture Exchange.
About Nanalysis Scientific Corp. (TSXV: NSCI , OTCQX: NSCIF, FRA: 1N1)
Nanalysis trades on the TSX Venture Exchange (TSXV) in with ticker symbol ' NSCI ' ,Over the Counter (OTC) in under the ticker symbol ' NSCIF ', and on the Frankfurt Exchange (FRA) under the symbol ' 1N1 '.
Nanalysis is an international business focused on capitalizing its proprietary technologies in magnetic resonance (MR) that go into NMR spectrometers and magnetic resonance imaging (MRI). Nanalysis operates out of two subsidiaries, Nanalysis Corp. and RS2D S.A.S. (RS2D).
Nanalysis Corp. is an industry leader in developing and manufacturing compact MR spectrometers for laboratory and industrial markets. Its advanced 60 and 100 MHz spectrometers require no liquid helium or other cryogens. These devices are used by chemical professionals spanning a wide variety of industries, including oil and gas, chemical, mining, pharmaceutical, and biotechnology.
Through its European subsidiary RS2D, the Company's electronic boards and software are used in conventional NMR and MRI equipment and are being incorporated into next-gen MRI systems as well as miniaturized MRI devices.
Notice regarding Forward Looking Statements and Legal Disclaimer
This news release contains certain "forward-looking statements" within the meaning of such statements under applicable securities law. Forward-looking statements are frequently characterized by words such as "anticipates", "plan", "continue", "expect", "project", "intend", "believe", "anticipate", "estimate", "may", "will", "potential", "proposed", "positioned" and other similar words, or statements that certain events or conditions "may" or "will" occur. These statements are only predictions. Various assumptions were used in drawing the conclusions or making the projections contained in the forward-looking statements throughout this news release. Forward-looking statements are based on the opinions and estimates of management at the date the statements are made and are subject to a variety of risks and uncertainties and other factors that could cause actual events or results to differ materially from those projected in the forward-looking statements. The Company is under no obligation, and expressly disclaims any intention or obligation, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as expressly required by applicable law.
Neither TSX Venture Exchange nor its Regulation Services Provider accepts responsibility for the adequacy of this release.
SOURCE Nanalysis Scientific Corp.
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