Telo Genomics Announces Private Placement for up to $2 Million

In This Article:

Toronto, Ontario--(Newsfile Corp. - December 12, 2024) - Telo Genomics Corp. (TSXV: TELO) (OTCQB: TDSGF) (FSE: 3DOA) (the "Company" or "Telo") is pleased to announce a non-brokered private placement of units ("Units") at a price of $0.10 per Unit for gross proceeds of up to $2,000,000 (the "Offering").

Each Unit will consist of one common share of the Company (a "Common Share") and one non-transferable common share purchase warrant (a "Warrant"). Each Warrant will entitle the holder to acquire one additional Common Share at a price of $0.15 per Common Share for a period of 36 months from the closing date of the Offering, subject to acceleration.

The Warrants are subject to an acceleration right held by the Company, such that if, at any time after one year after the date of issuance of the Warrants, the share price closes at $0.40 or above for a period of ten consecutive trading days, the Company may, at any time after such an occurrence, give written notice (via news release) to the holders of the Warrants that the Warrants will expire at 5:00 p.m. (Vancouver time) on the 30th day following the giving of notice unless exercised by the holders prior to such date. Upon receipt of such notice, the holders of the Warrants will have 30 days to exercise their Warrants and any Warrants that remain unexercised will expire.

In connection with the Offering, the Company may pay finder's fees to eligible arm's length parties. The finder's fees may consist of a cash fee equal to 7% of the gross proceeds raised under the Offering and finder's warrants equal in number to 7% of the Units sold under the Offering. Each finder's warrant will entitle the holder to acquire one Common Share of the Company at a price of $0.10 per Common Share for a period of 12 months from the closing date of the Offering.

The Company intends to use the net proceeds of the Offering for general working capital purposes.

All securities to be issued pursuant to the Offering will be subject to a four-month hold period from the date of issuance, in accordance with applicable securities laws. The Offering is subject to TSX Venture Exchange acceptance.

The securities offered have not been and will not be registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or applicable exemption from the registration requirements. This news release does not constitute an offer to sell or the solicitation of any offer to buy nor will there be any sale of these securities in any province, state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such province, state or jurisdiction.