SYDNEY, December 1, 2022 /PRNewswire/ — Parnell Pharmaceuticals Holdings Ltd (OTC Pink® Open Market: PARNF) (“Parnell”) has announced its intention to raise US$4.0 million by way of a guaranteed, no-cost rights offering (the “Rights Offering”) to qualified shareholders registered on the December 6, 2022 (the “Registration Date”). The Rights Offering will be fully underwritten by existing investors DW Healthcare Partners V, LP and DW Healthcare Affiliates V, LP (collectively, “DW Healthcare Partners”) subject to the terms and conditions of the Guarantee Agreement, as further described. in detail in the offering circular. issued under the Rights Offering on December 6, 2022 (the “Offering Circular”).
As part of the proposed rights offering, Parnell intends to distribute to shareholders eligible on the record date non-transferable subscription rights entitling the holder of such right to subscribe for a fixed number of common shares of Parnell (” ordinary shares”) upon subscription price per share of $0.075. Subscription rights may only be exercised during the early subscription period of Tuesday, December 6, 2022 through 5:00 p.m. (Eastern Time) ThursdayJanuary 5, 2023 (subject to any extension or cancellation under the terms of the offering circular).
Subject to the terms and conditions of the Support Agreement, DW Healthcare Partners will support the Rights Offering and has agreed to purchase all Common Shares not subscribed for by other Parnell shareholders at the same subscription price in as part of the rights offering, $0.075.
The securities described above will be offered by private placement pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended (the “Act”), and Regulation D promulgated thereunder and have not been registered under the Act or applicable state securities laws. Consequently, these transferable securities may not be offered or sold in United States absent registration with the Securities and Exchange Commission (“SEC”) or an applicable exemption from such registration requirements.
This press release is not intended to and does not constitute an offer to sell or the solicitation of an offer to subscribe or to purchase or an invitation to buy or subscribe for securities in any jurisdiction, and it does not nor will there be any sale, issue or transfer of securities in any jurisdiction in violation of applicable law or regulation.
About Parnell Pharmaceuticals Holdings Ltd
Parnell is a fully integrated veterinary pharmaceutical company focused on the development, manufacturing and marketing of innovative animal health solutions. We currently manufacture and market five pet and production animal products in 10 countries and augment our production animal pharmaceuticals with the proprietary mySYNCH software platform®.
A copy of this press release is available on Parnell’s website at http://www.parnell.com.
Forward-looking statements
This press release contains “forward-looking statements” within the meaning of the United States federal securities laws. Statements contained herein that are not clearly historical in nature are forward-looking, and the words “anticipate”, “believe”, “continue”, “expect”, “estimate”, “intend to ”, “project” and similar and future expressions or conditional verbs such as “will”, “would”, “should”, “could”, “could”, “may”, “may”, or similar expressions are generally intended to identify forward-looking statements. These forward-looking statements speak only as of the date hereof and are based on Parnell’s current plans, estimates of future events, expectations and trends that affect or may affect our business, financial condition, results of operations, our cash flows, liquidity, prospects and the trading price of Parnell common stock, and are subject to a number of known and unknown risks and uncertainties, many of which are beyond Parnell’s control. Accordingly, current plans, anticipated actions, financial condition and future results of operations may differ materially from those expressed in the forward-looking statements in this press release. You are cautioned not to place undue reliance on these forward-looking statements when evaluating the information presented. Parnell undertakes no obligation to publicly update or revise any forward-looking statements after the issuance of this press release as a result of new information, future events or other factors.
SOURCEParnell Pharmaceuticals Holdings Ltd