Term Sheet Template Share Purchase Agreement How To Leave Term Sheet Template Share Purchase Agreement Without Being Noticed
TORONTO, June 16, 2020 (GLOBE NEWSWIRE) — Venus Concept Inc. (“Venus Concept” or the “Company”) (VERO), a all-around medical artful technology leader, today appear that it has entered into a accepted banal acquirement acceding for up to $31 actor with Lincoln Park Basic Fund, LLC (“Lincoln Park”), a Chicago-based institutional investor. Upon beheading of the acquirement agreement, Lincoln Park fabricated an antecedent acquirement of $1.0 actor of accepted stock.
Under the acceding of the acquirement agreement, the Company will accept the right, in its sole discretion, to advertise shares of its accepted banal to Lincoln Park over the 24-month appellation of the acquirement agreement. Any accepted banal awash to Lincoln Park will action at a acquirement bulk that is based on the prevailing prices of the accepted banal at the time of anniversary sale. The Company will ascendancy the timing and bulk of any shares of accepted banal awash to Lincoln Park, and Lincoln Park is answerable to accomplish purchases at quantities and prices in accordance with the acquirement agreement. Venus Concept’s auction of accepted banal is accountable to assorted limitations including those set alternating in the acquirement acceding and the advertisement rules of Nasdaq.
“This acceding is a aftereffect of our efforts to enhance our antithesis area and we acknowledge the affiliation with Lincoln Park as we accept it reflects their aplomb in our abiding advance opportunity,” said Domenic Serafino, Chief Executive Officer and Director of Venus Concept. “We accept fabricated abundant advance in our efforts to enhance our banking action in contempo months including the accepted amount accumulation of about $38 actor in 2020, and continuing into 2021, from both the restructuring affairs we appear in May, and the ahead appear alliance synergies and amount reductions. While the near-term angle has been challenged by the COVID-19 all-around pandemic, we abide to accept the abiding befalling charcoal acutely acute for us as a arch amateur in both the all-around minimally invasive/non-invasive medical aesthetics bazaar and the minimally invasive surgical beard apology market.”
The Company intends to use any gain it receives beneath the acquirement acceding for alive basic and accepted accumulated purposes. There are no warrants, limitations on use of proceeds, banking or business covenants, rights of aboriginal refusal, accord rights, penalties or asleep amercement in the acquirement agreement. In application for Lincoln Park entering into the acquirement agreement, Venus Concept issued 209,566 shares of its accepted banal to Lincoln Park as a charge fee.
As allotment of the agreement, Lincoln Park has covenanted not to account or appoint in any address whatsoever, any absolute or aberrant abbreviate affairs or ambiguity of the Company’s accepted stock. The acquirement acceding may be concluded by the Company at any time, at its sole discretion, after any amount or penalty.
Additional advice apropos the acquirement acceding is set alternating in a Accepted Report on Form 8-K, which Venus Concept filed today with the SEC.
This columnist absolution does not aggregate an action to advertise or the address of an action to buy the balance in the declared offering, nor shall there be any offer, address or auction of the balance in any administration in which such offer, address or auction would be actionable above-mentioned to allotment or accomplishment beneath the balance laws of any such jurisdiction.
About Venus Concept
Venus Concept is an avant-garde all-around medical artful technology baton with a ample artefact portfolio of minimally invasive and non-invasive medical artful and beard apology technologies and ability in over 60 countries and 29 absolute markets. Venus Concept focuses its artefact sales action on a subscription-based business archetypal in North America and in its absolute absolute all-around markets. Venus Concept’s artefact portfolio consists of 10 artful accessory platforms, including Venus Versa, Venus Legacy, Venus Velocity, Venus Fiore, Venus Viva, Venus Freeze Plus, and Venus Bliss. Venus Concept’s beard apology systems includes NeoGraft®, an automatic beard apology arrangement that facilitates the agriculture of follicles during a FUE action and the ARTAS® and ARTAS iX® Robotic Beard Apology systems, which autumn follicular units anon from the attic and actualize almsman implant sites application proprietary algorithms. Venus Concept has been backed by arch healthcare industry advance disinterestedness investors including EW Healthcare Partners (formerly Essex Woodlands), HealthQuest Capital, Longitude Basic Management, and Aperture Venture Partners.
Cautionary Statement Apropos Forward-Looking Statements
This advice contains “forward-looking” statements aural the acceptation of Section 27A of the Balance Act of 1933, as adapted (the “1933 Act”) and Section 21E of the Balance Exchange Act of 1934, as adapted (the “1934 Act”). Any statements independent herein that are not of actual facts may be accounted to be advanced statements. In some cases, you can analyze these statements by words such as such as “anticipates,” “believes,” “plans,” “expects,” “projects,” “future,” “intends,” “may,” “should,” “could,” “estimates,” “predicts,” “potential,” “continue,” “guidance,” and added agnate expressions that are predictions of or announce approaching contest and approaching trends. These advanced statements include, but are not bound to, statements about the accepted synergies and amount accumulation from our alliance with Venus Concept Ltd. and restructuring program; our banking performance; the advance in appeal for our systems and added products; and accepted bread-and-butter conditions, including the all-around bread-and-butter appulse of COVID-19, absorb risks and uncertainties that may account after-effects to alter materially from those set alternating in the statements. These advanced statements are based on accepted expectations, estimates, forecasts, and projections about our business and the industry in which we accomplish and management’s behavior and assumptions and are not guarantees of approaching achievement or developments and absorb accepted and alien risks, uncertainties, and added factors that are in some cases above our control. As a result, any or all of our advanced statements in this advice may about-face out to be inaccurate. Factors that could materially affect our business operations and banking achievement and action include, but are not bound to, those risks and uncertainties declared beneath Allotment I Item 1A—“Risk Factors” in our best contempo Annual Report on Form 10-K, Allotment II Item 1A—“Risk Factors” in our Form 10-Q for the division concluded March 31, 2020, and in added abstracts we may book with the SEC. You are apprenticed to accede these factors anxiously in evaluating the advanced statements and are cautioned not to abode disproportionate assurance on the advanced statements. The advanced statements are based on advice accessible to us as of the date of this communication. Unless appropriate by law, we do not intend to about amend or alter any advanced statements to reflect new advice or approaching contest or otherwise.
Investor Relations Contact:
Westwicke Partners on account of Venus Concept: Mike Piccinino, CFAVenusConceptIR@westwicke.com
Term Sheet Template Share Purchase Agreement How To Leave Term Sheet Template Share Purchase Agreement Without Being Noticed – term sheet template share purchase agreement
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