Mr. Chris Dallin reports
ASEP MEDICAL TO COMPLETE SHARE CONSOLIDATION ON APRIL 17, 2025
ASEP Medical Holdings Inc. has proceeded with the implementation of the consolidation of the fully paid and issued common shares of the company on the basis of one postconsolidation common share for each 10 preconsolidation common shares issued and outstanding, as approved by the directors of the company on April 11, 2025.
As at April 15, 2025, there were a total of 111,237,273 common shares issued and outstanding. The exact number of postconsolidation common shares to be issued will depend on the number of fractional shares that will result from the consolidation, as no fractional postconsolidation common shares will be issued. All fractional common shares resulting from the consolidation will be rounded to the nearest whole number. Any fractional share of 0.5 or more will be converted into one whole common share, while anything less than 0.5 will be cancelled. Accordingly, the total number of common shares issued and outstanding after the consolidation is expected to be 11,123,727 (subject to fractional rounding).
Additionally, the number of common shares issuable pursuant to the company's stock option plan, warrants and restricted share units (RSUs) will be adjusted, such that the number of consolidated common shares issuable and the exercise price of the outstanding options, warrants or RSUs will be adjusted by the consolidation Ratio.
Final approval of the Canadian Securities Exchange (CSE) has been received and the consolidation is scheduled to be effective at opening of the CSE on Thursday, April 17, 2025, from which date the existing issued share capital will be cancelled and replaced by the new consolidated common shares.
Letters of transmittal with respect to the consolidation will be mailed to all registered shareholders of record that hold physical certificates by the company's transfer agent, Odyssey Trust Company. Registered shareholders will be required to send their respective certificates representing preconsolidation common shares along with a properly executed letter of transmittal to Odyssey, all in accordance with the instructions provided in the letter of transmittal. All shareholders who submit a duly completed letter of transmittal, along with their respective preconsolidation common share certificate(s), will receive a postconsolidation common share certificate or a DRS Advice representing their new postconsolidation common shares.
The primary reason for the consolidation is that the company believes a higher share price may broaden ASEP's appeal to a larger range of investors. The company's name and trading symbols will remain unchanged.
About ASEP Medical Holdings Inc.
ASEP Medical Holdings is dedicated to addressing the global issue of antibiotic failure by developing novel solutions for significant unmet medical needs in human medicine. The company is a consolidation of three existing private companies, all with technology in advanced development -- Sepset Biosciences Inc. (proprietary diagnostic tools to enable the early and timely identification of sepsis), ABT Innovations Inc. (broad-spectrum therapeutic agents to address multidrug-resistant biofilm infections) and SafeCoat Medical Inc. (an antibacterial peptide medical device coating technology).
Sepset Biosciences is in the final stages of preparation for clinical studies and commercialization of an in vitro diagnostic test that involves a patient gene expression signature that helps assess the development of severe sepsis, one of the significant diseases leading to antibiotic failure since antibiotics are the primary initial treatment for sepsis. Sepsis was responsible for nearly 20 per cent of all deaths on the planet in 2017 and essentially all deaths due to COVID-19 and other pandemics. The SepsetER test is a blood-based gene expression assay that is straightforward to implement, and results are obtained about an hour after taking a blood sample in the emergency room or intensive care unit. This proprietary diagnostic technology differs from current diagnostic tests, enabling the risk assessment for progression to severe sepsis within approximately 60 minutes of initiating the test. Bacterial culture, the gold standard, provides results after approximately 15 hours but can be as long as three. ASEP believes its test will enable critical early decisions to be made by physicians regarding appropriate therapies and thus reduce overall morbidity and mortality due to sepsis.
ABT Innovations' peptide technology covers a broad range of therapeutic applications, including bacterial biofilm infections (such as dental, wound, sinusitis, skin, medical device infections, chronic infections, lung, bladder, ear-nose and throat, and orthopaedic), anti-inflammatories, anti-infective immune-modulators and vaccine adjuvants. The company is in the preclinical development phase with promising data for the first three indications.
SafeCoat Medical's technology encompasses anti-fouling self-assembling polymers combined with conjugated antimicrobial peptides, which can be applied to various surfaces as antimicrobial and anti-fouling coatings. In particular, the invention relates to coatings that may be applied to multiple medical devices and implants, and feasibility has been demonstrated in animal models. The company's expertise also encompasses the methods for manufacturing and applying these anti-bacterial coatings.
We seek Safe Harbor.
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