On January 19, 2021 Pascal Biosciences, Inc. ("Pascal" or the "Company") (TSXV: PAS) (OTC:BIMUF), a biotechnology company that specializes in cancer drug discovery and development, reported that it has amended the terms of the non-brokered private placement (the "Private Placement") previously announced on November 2, 2020 (Press release, Pascal Biosciences, JAN 19, 2021, View Source [SID1234574141]). The new terms provide for issuance of up to 7,500,000 Units at a price of $0.10 per unit (each a "Unit") for gross proceeds of up to $750,000.00. Each Unit will consist of one common share and one common share purchase warrant (each a "Warrant"). Each Warrant will entitle the holder to purchase one additional common share of the Company at a price of $0.25 for a period of twelve months from the date of closing, subject to an acceleration clause which the Company may exercise once the Units are free of resale restrictions and if the Company’s shares are trading at or above a volume weighted average price of $0.40 for 10 consecutive trading days. The Warrants will expire upon 30 days from the date the Company provides notice in writing to the Warrant holders via a news release. Proceeds of the Private Placement may be subject to finder’s fees.
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Certain directors and officers of the Company intend to acquire the Units under the Private Placement. Any such participation would be considered to be a "related party transaction" as defined under Multilateral Instrument 61 -101 Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The transaction will be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of any shares issued to, or the consideration paid by such persons, will exceed 25% of the Company’s market capitalization.
The proceeds from the sale of Units will be added to working capital in furtherance of the Company’s business. The securities to be issued under the placement will be subject to a four-month hold period and the Private Placement is subject to the acceptance of the TSX Venture Exchange.