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Profound Medical Announces Closing of US$40.25 Million Underwritten Public Offering of Common Shares

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Profound Medical Corp (NASDAQ: PROF) has successfully closed its underwritten public offering of common shares, raising US$40.25 million in gross proceeds. The offering, priced at US$7.50 per share, included the full exercise of the over-allotment option, resulting in the issuance of 5,366,705 common shares.

The net proceeds will be allocated to fund the commercialization of TULSA-PRO® system in the United States, support global development and commercialization of both TULSA-PRO® and Sonalleve® systems, and provide working capital for general corporate purposes. Raymond James and Lake Street Capital Markets served as co-lead underwriters and joint bookrunners for the offering.

Profound Medical Corp (NASDAQ: PROF) ha chiuso con successo la sua offerta pubblica di azioni ordinarie sottoscritta, raccogliendo 40,25 milioni di dollari USA in proventi lordi. L'offerta, fissata a 7,50 dollari USA per azione, ha incluso l'esercizio completo dell'opzione di sovrallocazione, risultando nell'emissione di 5.366.705 azioni ordinarie.

I proventi netti saranno destinati a finanziare la commercializzazione del sistema TULSA-PRO® negli Stati Uniti, sostenere lo sviluppo globale e la commercializzazione dei sistemi TULSA-PRO® e Sonalleve®, e fornire capitale circolante per scopi aziendali generali. Raymond James e Lake Street Capital Markets hanno svolto il ruolo di co-lead underwriters e bookrunners congiunti per l'offerta.

Profound Medical Corp (NASDAQ: PROF) ha cerrado con éxito su oferta pública de acciones comunes subyacente, recaudando 40,25 millones de dólares estadounidenses en ingresos brutos. La oferta, fijada en 7,50 dólares estadounidenses por acción, incluyó el ejercicio completo de la opción de sobreasignación, resultando en la emisión de 5.366.705 acciones comunes.

Los ingresos netos se destinarán a financiar la comercialización del sistema TULSA-PRO® en los Estados Unidos, apoyar el desarrollo y la comercialización global de los sistemas TULSA-PRO® y Sonalleve®, y proporcionar capital de trabajo para fines generales corporativos. Raymond James y Lake Street Capital Markets actuaron como co-líderes subyacentes y bookrunners conjuntos para la oferta.

Profound Medical Corp (NASDAQ: PROF)는 자사의 공모주식 공모를 성공적으로 마감하고 4025만 달러의 총 수익을 올렸습니다. 주당 가격은 7.50 달러로 책정되었으며, 전량 배정 옵션의 완전 행사로 5,366,705주가 발행되었습니다.

순수익은 미국에서 TULSA-PRO® 시스템의 상용화 자금, TULSA-PRO® 및 Sonalleve® 시스템의 글로벌 개발 및 상용화를 지원하며, 일반 기업 목적을 위한 운영 자본으로 사용될 예정입니다. Raymond James와 Lake Street Capital Markets가 이번 공모의 공동 주관사 및 공동 북런너로 활동했습니다.

Profound Medical Corp (NASDAQ: PROF) a réussi à clôturer son offre publique d'actions ordinaires souscrite, levant 40,25 millions de dollars américains de recettes brutes. L'offre, fixée à 7,50 dollars américains par action, a inclus l'exercice complet de l'option de surallocation, entraînant l'émission de 5.366.705 actions ordinaires.

Les recettes nettes seront allouées au financement de la commercialisation du système TULSA-PRO® aux États-Unis, au soutien du développement et de la commercialisation mondiale des systèmes TULSA-PRO® et Sonalleve®, et à la fourniture de fonds de roulement pour des besoins généraux d'entreprise. Raymond James et Lake Street Capital Markets ont agi en tant que co-leaders souscripteurs et bookrunners conjoints pour l'offre.

Profound Medical Corp (NASDAQ: PROF) hat erfolgreich seine durchgeführte öffentliche Emission von Stammaktien abgeschlossen und dabei 40,25 Millionen USD an brutto Erlösen erzielt. Die Emission, die mit 7,50 USD pro Aktie bewertet wurde, umfasste die vollständige Ausübung der Überzuteilungsoption, was zur Emission von 5.366.705 Stammaktien führte.

Die Nettomittel werden verwendet, um die Kommerzialisierung des TULSA-PRO® Systems in den Vereinigten Staaten zu finanzieren, die globale Entwicklung und Kommerzialisierung der Systeme TULSA-PRO® und Sonalleve® zu unterstützen und Betriebskapital für allgemeine Unternehmenszwecke bereitzustellen. Raymond James und Lake Street Capital Markets fungierten als Co-Leitende Underwriter und gemeinsame Bookrunner für die Emission.

Positive
  • Successfully raised US$40.25 million in gross proceeds
  • Full exercise of over-allotment option indicates strong demand
  • Funds allocated for commercialization and development of key products
Negative
  • Significant shareholder dilution through issuance of 5,366,705 new shares

Insights

Profound Medical's successful $40.25M public offering at $7.50 per share strengthens their balance sheet significantly. The full exercise of the over-allotment option demonstrates strong investor interest and confidence in the company's growth prospects. The capital raise will primarily support the commercialization of TULSA-PRO® in the U.S. market, which is important for revenue growth.

The offering price represents approximately a 15% discount to recent trading levels, which is within typical ranges for biotech offerings. The participation of the Chief Commercial Officer through a $100,000 purchase sends a positive signal about management's confidence in the company's future. The involvement of reputable underwriters like Raymond James and Lake Street adds credibility to the offering.

The substantial capital injection positions Profound Medical to accelerate the commercialization of both TULSA-PRO® and Sonalleve® systems globally. The TULSA-PRO® system, their flagship product for prostate tissue ablation, represents a significant opportunity in the growing minimally invasive medical devices market. The allocation of funds towards continued development suggests potential product enhancements and expanded applications.

The working capital component ensures operational flexibility during the important commercialization phase. Market penetration in the U.S., the world's largest medical device market, requires significant resources for sales force expansion, physician training and market education. This funding provides the necessary runway to execute these strategic initiatives effectively.

TORONTO, Dec. 10, 2024 (GLOBE NEWSWIRE) -- Profound Medical Corp. (TSX: PRN; NASDAQ: PROF) (“Profound” or the “Company”) today announced the closing of its previously announced underwritten public offering (the “Offering”) of common shares (the “Common Shares”) at a public offering price of US$7.50 per Common Share. The underwriters elected to exercise the over-allotment option in full, resulting in an aggregate of 5,366,705 Common Shares being issued today for aggregate gross proceeds, before deducting the underwriting discounts and commissions and other offering expenses payable by Profound, of approximately US$40.25 million.

The net proceeds of the Offering are expected to be used: (i) to fund the continued commercialization of the TULSA-PRO® system in the United States, (ii) to fund 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 acted as co-lead underwriters and joint bookrunners, for the Offering. Titan Partners Group, a division of American Capital Partners, acted as lead manager for the Offering. Stifel, Nicolaus & Company, Incorporated acted as an advisor to the Company. The Offering took place in each of the provinces and territories of Canada, except the province of Québec, and in the United States.

In connection with the Offering, the Company filed a final prospectus supplement (the “Final Prospectus Supplement”) to its short form base shelf prospectus dated July 10, 2024 (the “Base Shelf Prospectus”) in each of the provinces and territories of Canada relating to the proposed Offering. The Final Prospectus Supplement was also filed in the United States with the U.S. Securities and Exchange Commission (the “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 December 5, 2024.

Access to the Base Shelf Prospectus, the Final Prospectus Supplement, and any amendments to the documents have been 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 and the Final Prospectus Supplement are accessible on SEDAR+ at www.sedarplus.com and on EDGAR at www.sec.gov. 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 Ltd., Scotia Plaza, 40 King St. W., 54th Floor, Toronto, Ontario M5H 3Y2, Canada, or by telephone at 416-777-7000 or by email at ECM-Syndication@raymondjames.ca by providing the contact with an email address or address, as applicable. Copies of the Final Prospectus Supplement and the Base Shelf Prospectus are available on EDGAR at www.sec.gov or may be obtained without charge from Raymond James & Associates, Inc., Attention: Equity Syndicate, 880 Carillon Parkway, St. Petersburg, Florida 33716, by telephone at (800) 248-8863, or by email at prospectus@raymondjames.com, and from Lake Street Capital Markets, LLC, 920 2nd Ave S - Ste 700, Minneapolis, MN 55402, prospectus@lakestreetcm.com, (612) 326-1305. The Base Shelf Prospectus and Final Prospectus Supplement contain important, detailed information about the Company and the Offering.

No securities regulatory authority has either approved or disapproved of the contents of this news release. This news release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any province, territory, state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such province, territory, state or jurisdiction.

In connection with the Offering, Tom Tamberrino, the Chief Commercial Officer of the Company, purchased 13,333 Common Shares. Mr. Tamberrino is a related party (within the meaning of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”)) and such issuance is considered a “related party transaction” for the purposes of MI 61-101. Such related party transaction is exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of the Common Shares issued to the related party, nor the consideration paid by the related party exceeds 25% of the Company's market capitalization. The purchasers of the Common Shares and the extent of such participation were not finalized until shortly prior to the completion of the Offering. Accordingly, it was not possible to publicly disclose details of the nature and extent of related party participation in the transactions contemplated hereby pursuant to a material change report filed at least 21 days prior to the completion of such transactions.

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, 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.

Forward-Looking Statements

This release includes forward-looking statements regarding Profound and its business which may include, but is not limited to, the use of proceeds for the Offering; and the expectations regarding the efficacy and commercialization of Profound’s technology. Often, but not always, forward-looking statements can be identified by the use of words such as "plans", "is expected", "expects", "scheduled", "intends", "contemplates", "anticipates", "believes", "proposes" or variations (including negative variations) of such words and phrases, or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. Such statements are based on the current expectations of the management of Profound. The forward-looking events and circumstances discussed in this release, may not occur by certain specified dates or at all and could differ materially as a result of known and unknown risk factors and uncertainties affecting the Company, including risks regarding the medical device industry, regulatory approvals, reimbursement, economic factors, the equity markets generally and risks associated with growth and competition. Although Profound has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results to differ from those anticipated, estimated or intended. No forward-looking statement can be guaranteed. Additional information about the risks and uncertainties of forward-looking statements and the assumptions upon which they are based is contained in the Company’s filings with securities regulators, which are available electronically through SEDAR+ at www.sedarplus.com and EDGAR at www.sec.gov. Except as required by applicable securities laws, forward-looking statements speak only as of the date on which they are made and Profound undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise, other than as required by law.

For further information, please contact:

Stephen Kilmer
Investor Relations
skilmer@profoundmedical.com
T: 647.872.4849


FAQ

How much did Profound Medical (PROF) raise in its December 2024 public offering?

Profound Medical raised US$40.25 million in gross proceeds through its public offering of common shares at US$7.50 per share.

How will Profound Medical (PROF) use the proceeds from its December 2024 offering?

The proceeds will fund TULSA-PRO® system commercialization in the US, global development of TULSA-PRO® and Sonalleve® systems, and working capital needs.

How many shares did Profound Medical (PROF) issue in its December 2024 offering?

Profound Medical issued 5,366,705 common shares, including the full exercise of the over-allotment option.

Profound Medical Corp.

NASDAQ:PROF

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