Neovasc Inc. (NASDAQ:NVCN) (TSX:NVCN) announced today that it has closed its previously announced private placement of (i) a 15% original issue discount convertible debenture with a face value of US$11.5 million, for gross proceeds to the Company of US$9,775,000, and (ii) 3,349,514 common shares of the Company at a price of US$0.515 per Common Share, for gross proceeds to the Company of US$1,725,000.

Neovasc intends to use the net proceeds from the Offering for the development and commercialization of the Neovasc Reducer^TM, development of the Tiara^TM and general corporate and working capital purposes.

The Company relied upon the exemption set forth in Section 602.1 of the TSX Company Manual, which provides that the Toronto Stock Exchange will not apply its standards to certain transactions involving eligible interlisted issuers on a recognized exchange, such as the Nasdaq Capital Market.

After the issuance of the 3,349,514 Common Shares as part of the Offering, the Company has 70,825,398 Common Shares issued and outstanding. The following securities are convertible into Common Shares: 9,328,494 stock options with a weighted average exercise price of US$2.90, 1,444,444 broker warrants with an exercise price of US$0.5625, US $11,500,000 Debenture, which could convert into a maximum of 15,333,333 shares and US $8,890,000 principal amount of senior secured convertible notes issued pursuant to the November 2017 private placement, which Notes could convert into 19,755,556 Common Shares (not taking into account the alternate conversion price or anti-dilution mechanisms). Our fully diluted share capital as of the same date is 116,687,225. Our fully diluted share capital, adjusted on the assumption that all of the outstanding Notes are converted using the alternate conversion price at the closing price on May 16, 2019, is 118,189,441.

This news release does not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The securities have not been and will not be registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.

About Neovasc Inc.

Neovasc is a specialty medical device company that develops, manufactures and markets products for the rapidly growing cardiovascular marketplace. Its products include the Reducer, for the treatment of refractory angina, which is not currently commercially available in the United States and has been commercially available in Europe since 2015, and the Tiara, for the transcatheter treatment of mitral valve disease, which is currently under clinical investigation in the United States, Canada and Europe.