UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
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| Item 1.01 | Entry into a Material Definitive Agreement. |
On March 4, 2022, Edesa Biotech, Inc. (the “Company”) and RBC Capital Markets, LLC (“RBCCM”), entered into an amendment (the “Amendment”) to that certain Equity Distribution Agreement, dated November 22, 2021, by and between the Company and RBCCM (as so amended, the “Amended Distribution Agreement”). Prior to March 4, 2022, the Company has sold an aggregate of 487,228 common shares of the Company, no par value per share (the “Common Shares”) for an aggregate purchase price of $2,500,069 through RBCCM under the Amended Distribution Agreement. Pursuant to the Amended Distribution Agreement, the Company may offer and sell from time, through RBCCM as sales agent and/or principal, additional Common Shares having an aggregate offering price of up to $15.4 million.
The above description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the Amendment, which is filed as Exhibit 1.1 to this Current Report on Form 8-K and incorporated herein by reference.
A copy of the legal opinion and consent of Fasken Martineau DuMoulin LLP relating to the legality of the Common Shares that may be issued pursuant to the Amended Distribution Agreement is attached as Exhibit 5.1 to this Current Report on Form 8-K.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit No. | Description | |
| 1.1 | First Amendment to Equity Distribution Agreement, dated as of March 4, 2022, by and between Edesa Biotech, Inc. and RBC Capital Markets, LLC. | |
| 5.1 | Opinion of Fasken Martineau DuMoulin LLP regarding legality of the Common Shares. | |
| 23.1 | Consent of Fasken Martineau DuMoulin LLP (included in Exhibit 5.1). | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
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.
| Edesa Biotech, Inc. | ||
| Date: March 4, 2022 | By: | /s/ Kathi Niffenegger |
| Name: | Kathi Niffenegger | |
| Title: | Chief Financial Officer | |