Appili Therapeutics Announces Additional Bridge Loan from Bloom Burton & Co.

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HALIFAX, Nova Scotia, April 26, 2024 (GLOBE NEWSWIRE) -- Appili Therapeutics Inc. (TSX: APLI; OTCPink: APLIF) (the “Company” or “Appili”), a biopharmaceutical company focused on drug development for infectious diseases and medical countermeasures, today announced it has secured additional bridge financing in the amount of C$300,000 (the “Bridge Loan”) from Bloom Burton & Co. Inc. (the “Lender”). The Bridge Loan evidenced by a grid promissory note in favor of the Lender pursuant to which further advances may be made from time to time as agreed to by the Company and the Lender, subject to any requisite regulatory and third party consents.

The Bridge Loan will be used primarily for working capital and general administrative purposes and bears interest at 10% per annum (to be accrued on a quarterly basis and capitalized against the principal loan amount). The principal amount of the Bridge Loan, together with all accrued and capitalized interest, will be due and repayable in full upon the earlier of: (a) April 26, 2025; and (b) the occurrence of a Change of Control (as defined in the Bridge Loan) of the Company.

The Company may require additional financing prior to the closing of the Company’s proposed acquisition by Aditxt, Inc. (as announced on April 2, 2024) or as may otherwise be required to satisfy the Company’s obligations as they become due.

The Lender is considered to be a “related party” of the Company, and the Bridge Loan is considered to be a “related party transaction” for purposes of Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”). Pursuant to MI 61-101, the Company will file a material change report providing disclosure in relation to the Bridge Loan under the Company’s profile on SEDAR+ at www.sedarplus.com. The Company did not file the material change report more than 21 days before the expected closing date of the Bridge Loan as the details of the Bridge Loan were not settled until shortly prior to the closing, and the Company wished to complete the Bridge Loan on an expedited basis for business reasons. The Company is relying on exemptions from the formal valuation and minority shareholder approval requirements available under MI 61-101. The Company is exempt from the formal valuation requirement in section 5.4 of MI 61-101 in reliance on sections 5.5(a) of MI 61-101 as the fair market value of the transaction, insofar as it involves interested parties, is not more than the 25% of the Company’s market capitalization. Additionally, the Company is exempt from the minority shareholder approval requirement in section 5.6 of MI 61-101 in reliance on section 5.7(a) of MI 61-101 as the fair market value of the transaction, insofar as it involves interested parties, is not more than the 25% of the Company’s market capitalization.