IntelGenx Announces Proposed Private Placement

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR RELEASE OR DISSEMINATION DIRECTLY, OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES

SAINT LAURENT, Quebec, May 01, 2018 (GLOBE NEWSWIRE) -- IntelGenx Technologies Corp. (TSXV:IGX) (OTCQX:IGXT) (the “Company” or “IntelGenx”) announces that it has received subscriptions for the issuance of 300 units (the “Units”) by way of private placement in Canada and in the United States at a subscription price of US$10,000 per Unit (the “Subscriptions”) for gross proceeds of US$3 million (the “Offering”).

Each Unit will be comprised of (i) 7,940 common shares of the Corporation (“Common Shares”), (ii) a U.S.$5,000 convertible 6% note (a “Note”), and (iii) 7,690 warrants to purchase common shares of the Corporation (“Warrants”). Each Note will bear an interest of 6% (payable quarterly, in arrears, with the first payment being due on September 1, 2018), will mature on June 1, 2021 and will be convertible into Common Shares at a conversion price of U.S.$0.80 per Common Share. Each Warrant will entitle its holder to purchase one Common Share at a price of U.S.$0.80 per Common Share until June 1, 2021.

The Company also announces that it has received conditional approval of the Offering from the TSX Venture Exchange. The Subscriptions are subject to customary closing conditions and receipt of an exemption from the prospectus requirement from the Autorité des marchés financiers for the U.S. portion of the offering. The Offering is expected to close on or about May 7, 2018, subject to final acceptance by the TSX Venture Exchange, as well as satisfaction of customary closing conditions provided for in the Subscriptions.

Cantone Research, Inc. acted as placement agent in respect of certain sales under the U.S. portion of the Offering.

The Company intends to use the proceeds of the Offering to finance the Company’s Montelukast phase 2a clinical trial as well as working capital.

The Company anticipates that certain “related parties” of the Company will participate in the Offering. The participation in the Offering of such “related parties” will constitute a “related party transaction” as defined under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (Regulation 61-101 respecting Protection of Minority Security Holders in Special Transactions in Quebec) (“MI 61-101”). The Company expects that the Offering will be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of securities being issued to the related parties nor the consideration being paid by related parties will exceed 25% of the Company’s market capitalization.

This press release does not constitute an offer to sell, or a solicitation of an offer to buy, securities in any jurisdiction where not permitted by law. Any securities described in this announcement have not been registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or any state securities laws, and may not be offered or sold in the United States, or to, or for the account or benefit of a “U.S. person” as defined in Regulation S under the U.S. Securities Act, except in transactions exempt from, or not subject to, registration under the U.S. Securities Act and applicable state securities laws.

About IntelGenx

Established in 2003, IntelGenx is a leading oral drug delivery company primarily focused on the development and manufacturing of innovative pharmaceutical oral films based on its proprietary VersaFilm™ technology platform.

IntelGenx' highly skilled team provides comprehensive pharmaceuticals services to pharmaceutical partners, including R&D, analytical method development, clinical monitoring, IP and regulatory services. IntelGenx' state-of-the-art manufacturing facility, established for the VersaFilm™ technology platform, supports lab-scale to pilot and commercial-scale production, offering full service capabilities to its clients. More information about the Company can be found at www.intelgenx.com.

Forward-Looking Information and Statements

This document may contain forward-looking information or forward-looking statements within the meaning of applicable U.S. and Canadian securities laws. These statements are statements that are not purely historical and include, but are not limited to, statements about the terms of the Offering, the successful completion of the Offering, the Company’s anticipated use of proceeds under the Offering, and the expected timing for closing of the Offering. No assurance can be given that the Offering will be completed as described above, or at all. All forward-looking statements are expressly qualified in their entirety by this cautionary statement. Because these forward-looking statements are subject to a number of risks and uncertainties, IntelGenx' actual results could differ materially from those expressed or implied by these forward-looking statements.

Factors that could cause or contribute to such differences include, but are not limited to, failure to obtain TSX Venture Exchange final acceptance of the Offering, failure to obtain an exemption from the Autorité des marchés financiers, failure to satisfy the closing conditions provided for in the Subscriptions and those discussed under the heading “Risk Factors” in the Registration Statement and in IntelGenx' annual report on Form 10-K, filed with the United States Securities and Exchange Commission and available at www.sec.gov, and also filed with Canadian securities regulatory authorities and www.sedar.com. IntelGenx assumes no obligation to update any such forward-looking statements.

Although the Company believes that the expectations and assumptions on which Forward-Looking Information is based are reasonable, readers of this press release are cautioned not to rely unduly on this Forward-Looking Information since no assurance can be given that they will prove to be correct. The Company does not undertake any obligation to update or revise any Forward-Looking Information, whether as a result of events or circumstances occurring after the date of this press release, unless so required by legislation.

For more information, please contact:

Stephen Kilmer
Investor Relations
(514) 331-7440 ext 232
stephen@intelgenx.com

OR

Andre Godin, CPA, CA
Executive Vice-President and CFO
IntelGenx Technologies Corp.
(514) 331-7440 ext 203
andre@intelgenx.com

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

No securities regulatory authority has either approved or disapproved of the contents of this press release. This press release does not constitute an offer to sell or a solicitation of an offer to buy any securities of the Company in any jurisdiction in which such offer or solicitation of sale would be unlawful.