Perimeter Medical Imaging AI announces non-brokered private placement
Press releases may be edited for formatting or style | September 10, 2024
Business Affairs
TORONTO and DALLAS, Sept. 10, 2024 /PRNewswire/ - Perimeter Medical Imaging AI, Inc. (TSXV: PINK) (OTC: PYNKF) ("Perimeter" or the "Company"), a commercial-stage medical technology company, today announced that it is undertaking a non-brokered private placement of up to 32,175,032 common shares in the capital of the Company ("Common Shares") at a price of $0.42 per Common Share, for aggregate gross proceeds of up to approximately $13.5 million (the "Offering"). All dollar figures are quoted in Canadian dollars.
In connection with the Offering, the Company has entered into binding subscription agreements with certain existing institutional and accredited investors, including its single largest shareholder, SC Master Holdings LLC ("Social Capital"), representing expected subscription proceeds totaling approximately $9.7 million. Related to the investment by Social Capital in the Company, conditional upon the closing of the Offering, the parties have agreed to enter into an amendment to their Investor Rights Agreement, pursuant to which Social Capital will be provided with the right, subject to certain ownership thresholds, to nominate up to two (2) individuals for appointment to the board of directors of the Company.
The closing of the Offering, which is subject to the satisfaction or waiver of a number of customary closing conditions, including the approval of the TSX Venture Exchange ("TSXV"), is expected to take place on or around September 20, 2024. The Company is in discussions with other potential investors and may complete one or more additional closings of the Offering for aggregate gross proceeds, when combined with the first closing of the Offering, of up to approximately $13.5 million.
Perimeter intends to use the proceeds of the Offering for working capital, commercialization of its technology, clinical studies, the further development of its technology, and general corporate purposes.
The securities issued pursuant to Offering will be subject to a hold period of four months plus a day. In connection with the Offering, the Company may pay cash commissions and or finder's fees to certain finders in respect of subscriptions received from certain investors in connection with the Offering, subject to entering into customary arrangements with such finders and subject to the approval of the TSXV. Further information with respect to any such commissions or fees will be provided at the time of the closing, or of the closing of any additional tranches of the Offering.
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