On February 24, 2021, ASLAN Pharmaceuticals Limited (the "Company") reported that entered into a Securities Purchase Agreement (the "Purchase Agreement") with the purchasers named therein (the "Purchasers"), pursuant to which the Company agreed to sell to the Purchasers, in an unregistered offering, an aggregate of 25,568,180 Ordinary Shares, nominal value $0.01 per share ("Ordinary Shares") at a purchase price of $0.704 per share (the "Purchase Price"), which represents the closing sale price of the Company’s American Depositary Shares ("ADSs") on the Nasdaq Global Market on February 24, 2021 of $3.52 per ADS divided by five (the "Private Placement") (Press release, ASLAN Pharmaceuticals, FEB 24, 2021, View Source [SID1234575595]). Each ADS represents five Ordinary Shares. The Private Placement is expected to close on or about February 25, 2021 (the "Closing"), subject to customary closing conditions.
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The Private Placement is expected to result in gross proceeds to the Company of approximately $18 million before deducting offering expenses.
The Company has agreed to file a registration statement with the U.S. Securities and Exchange Commission within 30 days after the Closing to register the Ordinary Shares, which will be represented by ADSs (collectively, the "Securities").
The Company has also agreed, among other things, to indemnify the Purchasers, their partners, members, officers and directors, and each person who controls such Purchasers, from certain liabilities and to pay certain expenses incurred by the Company in connection with the registration of the Securities.
The Private Placement is exempt from registration pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended as a transaction by an issuer not involving a public offering. The Purchasers have agreed to acquire the Ordinary Shares for investment only and not with a view to or for sale in connection with any distribution thereof.