2019-05-15 08:30 ET - News Release

NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

CALGARY, Alberta, May 15, 2019 (GLOBE NEWSWIRE) -- Resverlogix Corp. ("Resverlogix" or the "Company") (TSX:RVX)  is pleased to announce today that it has priced its previously announced marketed offering (the “Offering”) of units of the Company (the “Units”) at $4.00 per Unit.  Each Unit consists of one common share and one common share purchase warrant. Each warrant is exercisable at a price of $4.60 per underlying common share for a period of 4 years from the first closing of the Offering. The number of Units to be distributed, and the minimum and maximum size of the Offering, will be determined by negotiation between the Company and the Agent (as defined herein) in the context of the market.

The Offering will be undertaken on a best efforts basis pursuant to the terms and conditions of an agency agreement to be entered into between the Company and Bloom Burton Securities Inc. (the “Agent”). In connection with the Offering, the Agent will be paid a cash commission equal to 7.0% of the gross proceeds of the Offering and it will be issued that number of non-transferable broker warrants exercisable for Common Shares equal to 7.0% of the number of Units sold in the Offering to be effected in the provinces of Ontario, Alberta and British Columbia pursuant to a short form prospectus. Prior to the completion of the offering, Resverlogix has 200,329,419 common shares issued and outstanding.

The net proceeds of the Offering will be used to fund research and development activities, including clinical trial activities related to the Company’s Phase 3 BETonMACE trial, repayment of indebtedness, general and administrative expenses, working capital needs and other general corporate purposes.

This transaction is subject to satisfaction of customary closing conditions, including the receipt of all necessary regulatory and stock exchange approvals. It is anticipated that the closing of the Offering will occur on or about May 30, 2019, or such other date or dates as the Company and the Agent may agree.

The securities described herein have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and accordingly, may not be offered or sold to, or for the account or benefit of, persons in the United States or to U.S. Persons (as such term is defined in Regulation S under the U.S. Securities Act), except in compliance with the registration requirements of the U.S. Securities Act and applicable state securities requirements or pursuant to exemptions therefrom. This press release does not constitute an offer to sell or a solicitation of an offer to buy any of the Company's securities to, or for the account or benefit of, persons in the United States or U.S. Persons.