Novo Integrated Sciences, Inc. (NASDAQ:NVOS) (the “Company” or
“Novo Integrated Sciences”), a U.S.-based provider of
multidisciplinary primary healthcare in Canada, today announced it
has entered into a securities purchase agreement with certain
accredited institutional investors to purchase approximately $8.0
million of its common stock in a registered direct offering and
warrants to purchase common stock in a concurrent private
placement. The combined purchase price for one share of common
stock and each warrant will be $3.35.
Under the terms of the purchase agreement, Novo Integrated
Sciences has agreed to sell 2,388,050 shares of its common stock
and warrants to purchase up to an aggregate of 2,388,050 shares of
common stock. The warrants will be immediately exercisable, will
expire on the five year and six-month anniversary of the issuance
date and will have an exercise price of $3.35 per share.
Novo Integrated Sciences expects the net proceeds from the
registered direct offering and concurrent private placement to be
approximately $7,258,500 after deducting the placement agent’s fees
and other estimated offering expenses. The offering is expected to
close on or about April 13, 2021, subject to the satisfaction of
customary closing conditions.
Maxim Group LLC is acting as the sole placement agent in
connection with the offering.
The shares of common stock are being offered pursuant to a shelf
registration statement on Form S-3 (File No. 333-254278), which was
declared effective by the United States Securities and Exchange
Commission (“SEC”) on March 22, 2021. The warrants issued in the
concurrent private placement and shares issuable upon exercise of
such warrants were offered in a private placement under Section
4(a)(2) of the Securities Act of 1933, as amended (the “Act”), and
Rule 506(b) of Regulation D promulgated thereunder and have not
been registered under the Act or applicable state securities
laws.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy, nor will there be any sales of
these securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of such jurisdiction. A
prospectus supplement relating to the shares of common stock will
be filed by Novo Integrated Sciences with the SEC. When available,
copies of the prospectus supplement relating to the registered
direct offering, together with the accompanying prospectus, can be
obtained at the SEC’s website at www.sec.gov or from Maxim Group
LLC, 405 Lexington Avenue, New York, NY 10174, or by telephone at
(212) 895-3745.
About Novo Integrated Sciences,
Inc.
Novo Integrated Sciences, Inc. owns Canadian and U.S.
subsidiaries which deliver, or intend to deliver, multidisciplinary
primary health care related services and products through the
integration of medical technology, advanced therapeutics and
rehabilitative science. Our clinicians and practitioners are not
authorized to practice primary care medicine and they are not
medically licensed to prescribe pharmaceutical based product
solutions.
Currently, the Company’s revenue is generated solely through the
team of multidisciplinary primary health care clinicians and
practitioners from the Company’s subsidiary, Novo Healthnet Limited
(“NHL”), providing assessment, diagnosis, treatment, pain
management, rehabilitation, education and primary prevention for a
wide array of orthopedic, musculoskeletal, sports injury, and
neurological conditions across various demographics including
pediatric, adult, and geriatric populations through NHL’s 16
corporate-owned clinics, a contracted network of affiliate clinics,
and eldercare related long-term care homes, retirement homes, and
community-based locations in Canada.
Our specialized multidisciplinary primary health care services
include, but are not limited to, physiotherapy, chiropractic care,
manual/manipulative therapy, occupational therapy, eldercare,
massage therapy (including pre- and post-partum), acupuncture and
functional dry needling, chiropody, stroke and traumatic brain
injury/neurological rehabilitation, kinesiology, vestibular
therapy, concussion management and baseline testing, trauma
sensitive yoga and meditation for concussion-acquired brain injury
and occupational stress-PTSD, women’s pelvic health programs,
sports medicine therapy, assistive devices, dietitian, holistic
nutrition, fall prevention education, sports team conditioning
programs including event and game coverage, and private personal
training.
We believe that “decentralizing” healthcare, through the
integration of medical technology and interconnectivity offers an
essential solution to the fundamental transformation of healthcare
delivery. Specific to non-critical care, ongoing advancements in
both medical technology and inter-connectivity are allowing for a
shift of the patient/practitioner relationship to the patient’s
home and away from on-site visits to primary medical centers with
mass-services. This acceleration of “ease-of-access” in the
patient/practitioner interaction for non-critical care diagnosis
and subsequent treatment minimizes the degradation of non-critical
health conditions to critical conditions as well as allowing for
more cost-effective healthcare distribution.
For more information concerning Novo Integrated Sciences, please
visit www.novointegrated.com For more information on NHL, please
visit www.novohealthnet.com.
Forward-Looking
Statements
This press release contains forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. All statements other than statements of historical facts
included in this press release are forward-looking statements. In
some cases, forward-looking statements can be identified by words
such as “believe,” “intend,” “expect,” “anticipate,” “plan,”
“potential,” “continue” or similar expressions. Such
forward-looking statements include risks and uncertainties, and
there are important factors that could cause actual results to
differ materially from those expressed or implied by such
forward-looking statements. These factors, risks and uncertainties
are discussed in Novo Integrated Sciences’ filings with the
Securities and Exchange Commission. Investors should not place any
undue reliance on forward-looking statements since they involve
known and unknown, uncertainties and other factors which are, in
some cases, beyond Novo Integrated Sciences’ control which could,
and likely will, materially affect actual results, levels of
activity, performance or achievements. Any forward-looking
statement reflects Novo Integrated Sciences’ current views with
respect to future events and is subject to these and other risks,
uncertainties and assumptions relating to operations, results of
operations, growth strategy and liquidity. Novo Integrated Sciences
assumes no obligation to publicly update or revise these
forward-looking statements for any reason, or to update the reasons
actual results could differ materially from those anticipated in
these forward-looking statements, even if new information becomes
available in the future. The contents of any website referenced in
this press release are not incorporated by reference herein.
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version on businesswire.com: https://www.businesswire.com/news/home/20210409005235/en/
Chris David, President Novo Integrated Sciences, Inc.
chris.david@novointegrated.com (206) 617-9797
Novo Integrated Sciences (NASDAQ:NVOS)
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