Press Release

Kalytera Announces Intention to Seek Amendment of Secured Convertible Debentures Due December 2019

By December 20, 2019 No Comments

Kalytera Therapeutics, Inc. (TSX VENTURE: KLY and OTCQB: KALTF) (the “Company” or “Kalytera”) today announced that it has not paid the principal (in the amount of C$453,000) and interest (in the amount of C$19,323.96) owing on its 9% secured convertible debentures due December 20, 2019 (the “Debentures”). The Company instead intends to seek approval from the TSX Venture Exchange (the “TSXV”) and the holders of outstanding Debentures (collectively, the “Holders”) to extend the maturity date thereof to December 20, 2020 and to reduce the conversion price of the Debentures to C$0.05 per Common Share (from C$0.13 per Common Share).

There is no assurance that the amendments requested by the Company will be approved by the TSXV or the Holders. If the requested amendments are not approved, the Company intends to pay all amounts outstanding under the Debentures at the closing of the first to occur of either (1) the Company’s next financing; or (2) a license transaction relating to the Company’s GVHD program, each of which transactions are anticipated to occur prior to March 15, 2020.

Pending the approval of the requested amendments to the Debentures or the repayment of all amounts owing thereunder, the Company will be in default of the terms of the indenture entered into between Kalytera and TSX Trust Company (the “Trustee”) dated December 20, 2017 (the “Indenture”). This may entitle the Holders, acting through the Trustee, to exercise available remedies under the Indenture and related security agreements. The Company intends to either extend the maturity date of the Debentures with the approval of the Holders, pay all amounts outstanding under the Debentures or otherwise seek forbearance from the Holders prior to any enforcement action being taken. The Company is currently engaged in significant efforts to do so, though there can be no assurance that such efforts will be successful.

The Company will provide an update with respect to these matters once it has determined that further disclosure is appropriate or required by law.

About Kalytera Therapeutics

Kalytera Therapeutics, Inc. (“Kalytera”) is pioneering the development of a next generation of cannabinoid therapeutics. Through its proven leadership, drug development expertise, and intellectual property portfolio, Kalytera seeks to establish a leading position in the development of novel cannabinoid medicines for a range of important unmet medical needs, with an initial focus on graft versus host disease.

Kalytera Company Contact

Robert Farrell
President and CEO
Phone: (888) 861-2008

Cautionary Statements

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

This press release may contain certain forward-looking information and statements (“forward-looking information”) within the meaning of applicable Canadian securities legislation, that are not based on historical fact, including without limitation in respect of any future payment under or amendment to the terms of the Debentures, any actions or approvals of the TSXV, the Trustee or the Holders with respect to the Debentures or the Company, any future financing or licensing transaction, the Company’s product candidate pipeline, planned clinical trials, regulatory approval prospects, intellectual property objectives and other statements containing the words “believes”, “anticipates”, “plans”, “intends”, “will”, “should”, “expects”, “continue”, “estimate”, “forecasts” and other similar expressions. Readers are cautioned to not place undue reliance on forward-looking information. Actual results and developments may differ materially from those contemplated by these statements depending on, among other things, the risk that any amendment to the Debentures may not be approved by the TSXV or the Holders, the risk that the Company may not timely or successfully complete a financing transaction or licensing transaction relating to the Company’s GVHD program, the risk that the Trustee may take enforcement action under the Indenture and related security agreements, the risk that future clinical studies may not proceed as expected or may produce unfavourable results, or the risk that relevant regulatory approvals may fail to be obtained. Kalytera undertakes no obligation to comment on analyses, expectations or statements made by third parties, its securities, or financial or operating results (as applicable). Although Kalytera believes that the expectations reflected in forward-looking information in this press release are reasonable, such forward-looking information has been based on expectations, factors and assumptions concerning future events which may prove to be inaccurate and are subject to numerous risks and uncertainties, certain of which are beyond Kalytera’s control. The forward-looking information contained in this press release is expressly qualified by this cautionary statement and is made as of the date hereof. Kalytera disclaims any intention and has no obligation or responsibility, except as required by law, to update or revise any forward-looking information, whether as a result of new information, future events or otherwise.