SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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Item 1.01. Entry into a Material Definitive Agreement.
On June 22, 2021, Anavex Life Sciences Corp. (the “Company”) and Deep Track Capital entered into a securities purchase agreement (the “Purchase Agreement”), pursuant to which the Company agreed to sell to Deep Track Capital an aggregate of 2,380,953 shares of common stock, par value $0.001 (the “Common Stock”), in a registered direct offering, for gross proceeds of approximately $50 million (the “Financing”). The purchase price for each share of Common Stock is $21.00.
Pursuant to the Purchase Agreement, the Company agreed not to issue or enter into any agreement to issue Common Stock from June 22, 2021 until thirty (30) days after the closing of the Financing.
The Company currently intends to use the net proceeds from the Financing for general corporate purposes, which may include, among other things, working capital, capital expenditures and funding additional clinical and preclinical development of the Company’s pipeline candidates.
The Company entered into a letter agreement, dated June 22, 2021 (the “Letter Agreement”), with H.C. Wainwright & Co., LLC (the “Placement Agent”), pursuant to which the Placement Agent agreed to act as the exclusive placement agent for the Financing. The Company agreed to pay the Placement Agent an aggregate fee equal to 5.0% of the gross proceeds raised in the Financing. The Company also agreed to pay certain expenses of the Placement Agent.
A copy of the Letter Agreement and form of the Purchase Agreement are attached hereto as Exhibits 10.1 and 10.2, respectively, and are incorporated herein by reference. The foregoing summaries of the terms of the Letter Agreement and the Purchase Agreement, are subject to, and qualified in their entirety by, such documents.
On June 22, 2021, the Company issued a press release announcing the Financing. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
|5.1||Legal Opinion of Snell & Wilmer L.L.P.|
|10.1||Letter Agreement, dated June 22, 2021 between Anavex Life Sciences Corp. and H.C. Wainwright & Co., LLC|
|10.2||Form of Securities Purchase Agreement dated June 22, 2021, between Anavex Life Sciences Corp. and the investor named therein|
|23.1||Consent of Snell & Wilmer L.L.P. (contained in Exhibit 5.1)|
|99.1||Press Release dated June 22, 2021|
|104||Cover Page Interactive Data File (embedded within the Inline XBRL document)|
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
|ANAVEX LIFE SCIENCES CORP.|
|/s/ Christopher Missling|
|Name: Christopher Missling, PhD|
|Title: Chief Executive Officer|
|Date: June 24, 2021|