Burcon NutraScience Corporation Announces C$10 Million Bought Deal

/THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT INTENDED FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR DISSEMINATION IN THE UNITED STATES./

VANCOUVER, Jan. 28, 2020 /CNW/ - Burcon NutraScience Corporation (the "Company" or "Burcon") (TSX:BU) is pleased to announce that it has entered into an agreement with a syndicate of underwriters co-led by Canaccord Genuity Corp. and Beacon Securities Limited (the "Underwriters") pursuant to which the Underwriters have agreed to purchase, on a bought deal basis pursuant to the filing of a short form prospectus, an aggregate of 6,452,000 units (the "Units") at a price of C$1.55 per Unit (the "Offering Price") for aggregate gross proceeds to the Company of C$10,000,000 (the "Offering").

Each Unit will consist of one common share of the Company (a "Common Share") and one-half of one Common Share purchase warrant (each whole Common Share purchase warrant, a "Warrant"). Each Warrant will be exercisable to acquire one Common Share (a "Warrant Share") for a period of 24 months following the closing of the Offering (the "Closing") at an exercise price of C$2.00 per Warrant Share.

The Company has granted the Underwriter an option (the "Over-Allotment Option"), to purchase up to an additional 967,800 Units at a price of C$1.55 per Unit, exercisable at any time, for a period of 30 days after and including the Closing Date. The Over-Allotment Option is exercisable to acquire Units, Common Shares and/or Warrants (or any combination thereof) at the discretion of the Underwriter.

The Company intends to use the net proceeds of the Offering for expansion initiatives and general corporate purposes.

The Units will be offered by way of a short form prospectus to be filed in all provinces of Canada except Prince Edward Island, Newfoundland and Labrador and Quebec. The Offering is expected to close on February 19, 2020 and is subject to certain conditions including, but not limited to, the receipt of all necessary regulatory and stock exchange approvals, including the approval of the Toronto Stock Exchange and the applicable securities regulatory authorities.

The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons absent registration or an applicable exemption from the registration requirements. This news release will not constitute an offer to sell or the solicitation of an offer to buy nor will there be any sale of the securities in any state in which such offer, solicitation or sale would be unlawful.

About Burcon NutraScience Corporation

Burcon is a leader in developing functionally and nutritionally valuable plant proteins. The company has developed an extensive portfolio of composition, application, and process patents originating from a core protein extraction and purification technology. Burcon's family of plant proteins includes Peazazz®, a uniquely soluble and clean-tasting pea protein, Puratein®, Supertein® and Nutratein® canola proteins with exceptional functionality and valuable nutritional profiles, and Nutratein-PS™ and Nutratein-TZ™, Burcon's new pea and canola protein blends that have exceptional functional characteristics, low allergenicity, and a nutritional value exceeding those of standard pea proteins in the market today. Burcon's CLARISOY® soy protein - under license to the Archer Daniels Midland Company - offers clarity and high-quality protein nutrition for low-pH beverage systems, and excellent solubility and exceptionally clean flavour at any pH. For more information about the company, visit www.burcon.ca.

Forward-Looking Information Cautionary Statement

The TSX has not reviewed and does not accept responsibility for the adequacy of the content of the information contained herein. This press release contains forward-looking statements or forward-looking information within the meaning of the U.S. Private Securities Litigation Reform Act of 1995 and applicable Canadian securities legislation. Forward-looking statements or forward-looking information involve risks, uncertainties and other factors that could cause actual results, performances, prospects and opportunities to differ materially from those expressed or implied by such forward-looking statements. Forward looking statements or forward-looking information can be identified by words such as "anticipate," "intend," "plan," "goal," "project," "estimate," "expect," "believe", "future," "likely," "may," "should," "could", "will" and similar references to future periods. All statements other than statements of historical fact included in this release are forward-looking statements, including, without limitation, statements regarding the future issuance of Common Shares and other expectations, intentions and plans contained in this press release. There can be no assurance that such statements will prove to be accurate and actual results and future events could differ materially from those anticipated in such statements or information. Important factors that could cause actual results to differ materially from Burcon's plans and expectations include the actual results of business negotiations, marketing activities, adverse general economic, market or business conditions, regulatory changes and other risks and factors detailed herein and from time to time in the filings made by Burcon with securities regulators and stock exchanges, including in the section entitled "Risk Factors" in Burcon's annual information form dated June 28, 2019 filed with the Canadian securities administrators on www.sedar.com. Any forward-looking statement or information only speaks as of the date on which it was made and, except as may be required by applicable securities laws, Burcon disclaims any intent or obligation to update any forward-looking statement, whether as a result of new information, future events or otherwise. Although Burcon believes that the assumptions inherent in the forward-looking statements are reasonable, forward-looking statements are not guarantees of future performance, and accordingly, investors should not rely on such statements. CLARISOY is a trademark of Archer Daniels Midland Company.

SOURCE Burcon NutraScience Corporation