An anonymous director reports
PROFOUND MEDICAL ANNOUNCES PRICING OF US$35 MILLION UNDERWRITTEN PUBLIC OFFERING OF COMMON SHARES
Profound Medical Corp. has priced an underwritten public offering of 4,666,700 common shares at a public offering price of $7.50 (U.S.) per common share. The gross proceeds of the offering to Profound, before deducting the underwriting discounts and commissions and other offering expenses payable by Profound, are expected to be approximately $35-million (U.S.). In addition, Profound has granted the underwriters a 30-day option to purchase up to an additional 700,005 common shares at the public offering price, less underwriting discounts and commissions. All of the securities in the offering are being offered by Profound.
The net proceeds of the offering are expected to be used: (i) to finance the continued commercialization of the Tulsa-Pro system in the United States; (ii) to finance the continued development and commercialization of the Tulsa-Pro system and the Sonalleve system globally; and (iii) for working capital and general corporate purposes.
Raymond James Ltd. and Lake Street Capital Markets LLC are acting as co-lead underwriters and joint bookrunners for the offering. Titan Partners Group, a division of American Capital Partners, is acting as lead manager for the offering. Stifel, Nicolaus & Company Inc. acted as an adviser to the company. The offering will take place in each of the provinces and territories of Canada, except the province of Quebec, and in the United States.
The offering is expected to close on or about Dec. 10, 2024, subject to customary closing conditions, including, but not limited to, the receipt of all necessary approvals, including the approval of the Toronto Stock Exchange. Profound will notify the Nasdaq Capital Market in accordance with the rules of that exchange.
In connection with the offering, the company is filing a final prospectus supplement to its short form base shelf prospectus dated July 10, 2024, in each of the provinces and territories of Canada relating to the proposed offering. The final prospectus supplement is also being filed in the United States with the U.S. Securities and Exchange Commission (SEC) as part of the company's effective registration statement on Form F-10 (file No. 333-280236), as amended, previously filed under the multijurisdictional disclosure system adopted by the United States. A preliminary prospectus supplement relating to the offering was filed in each of the provinces and territories of Canada and in the United States with the SEC on Dec. 5, 2024.
Access to the base shelf prospectus, the final prospectus supplement and any amendments to the documents will be provided in accordance with securities legislation relating to procedures for providing access to a shelf prospectus supplement, a base shelf prospectus and any amendment. The base shelf prospectus is, and the final prospectus supplement will be (within two business days of the date hereof), accessible on SEDAR+ and on EDGAR. The common shares are offered under the final prospectus supplement. An electronic or paper copy of the base shelf prospectus, the final prospectus supplement and any amendment to the documents may be obtained, without charge, from Raymond James, Scotia Plaza, 40 King St. W., 54th floor, Toronto, Ont., M5H 3Y2, Canada, or by telephone at 416-777-7000, or by e-mail at ECM-Syndication@raymondjames.ca, by providing the contact with an e-mail address or address, as applicable. Copies of the final prospectus supplement and the base shelf prospectus will be available on EDGAR or may be obtained, without charge, from Raymond James & Associates Inc., attention: equity syndicate, 880 Carillon Parkway, St. Petersburg, Fla., 33716, by telephone at 800-248-8863, or by e-mail at prospectus@raymondjames.com, and from Lake Street Capital Markets, 920 2nd Ave. S., suite 700, Minneapolis, Minn., 55402, prospectus@lakestreetcm.com, 612-326-1305. The base shelf prospectus and the final prospectus supplement contain important, detailed information about the company and the offering. Prospective investors should read the base shelf prospectus and final prospectus supplement before making an investment decision.
About Profound Medical Corp.
Profound is a commercial-stage medical device company that develops and markets customizable, incision-free therapies for the ablation of diseased tissue.
Profound is commercializing Tulsa-Pro, a technology that combines real-time MRI (magnetic resonance imaging), robotically driven transurethral ultrasound and closed-loop temperature feedback control. Profound is also commercializing Sonalleve, an innovative therapeutic platform that is CE marked for the treatment of uterine fibroids and palliative pain treatment of bone metastases.
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