Annidis Corporation Closes $5,000,000 Private Placement Financing
OTTAWA, Oct. 4, 2013 /CNW/ - Annidis Corporation (TSX-V: RHA) ("Annidis" or the "Company"), creator of the Annidis RHA™, today announced that it has closed its previously announced $5,000,000 private placement of common shares (the "Financing") with Yimai Technology International Company Limited ("YIMAI"), a Hong Kong company that markets and distributes ophthalmology products in China. The Financing was previously announced in the Company's press releases dated June 17, July 16, August 28, and September 27, 2013.
"As a major new shareholder in Annidis, YIMAI brings expertise in the sales and marketing of ophthalmological equipment that will be invaluable in helping grow the Company. YIMAI's experience in China, one of the fastest growing eye care markets in the world, will be key to Annidis growing a presence in the region," said Gerald Slemko, CEO of Annidis. "YIMAI's financial commitment to the Company will allow us to expand our manufacturing capabilities and continue executing on our growth strategy. As a shareholder of Annidis, YIMAI have aligned themselves with our goals and we expect this mutually beneficial relationship to accelerate the growth of our business."
The Financing consisted of the issuance of an aggregate of 27,965,379 common shares to YIMAI for total consideration of $5,000,000. All common shares issued pursuant to the Financing are subject to a statutory hold period of four months and one day from the date of closing. Of these 27,965,379 common shares, 7,132,046 will be held in escrow by Annidis (the "Escrowed Shares") and will be released to YIMAI on the basis of one Escrowed Share for each (approximately) 3.26 common shares which are issued upon exercise of certain of the Company's other outstanding convertible securities (the "Convertible Securities") on or before September 30, 2016. After such date any Escrowed Shares not already released to YIMAI will be cancelled. As of the date hereof, Annidis has a total of 23,242,938 common shares subject to issuance under Convertible Securities, which Convertible Securities are exercisable or otherwise convertible at prices ranging from $0.30 to $0.80 per common share and which expire on various dates between December 2013 and September 2016.
The Financing was approved by a majority of the Company's shareholders, with holders of approximately 59.3% of the Company's issued and outstanding common shares providing their approval in the form of written consents.
As a result of the Financing and excluding the Escrowed Shares, YIMAI owns 20,833,333 common shares, acquired at a price of $0.24 per common share, resulting in an approximate 23.48% ownership interest in the Company.
In connection with the closing of the Financing, Annidis has expanded its board of directors (the "Board") to seven members and is pleased to announce the appointment of YIMAI nominees Mr. Jinsong (Jason) Zhang, Mr. Chunhang (Tony) Yu and Ms. Ying Zhi Gu to the Board. Dr. Robert Devenyi and Mr. Rony Thomas have resigned from the Board so as to create vacancies for YIMAI's nominees.
"I would like to thank Dr. Devenyi and Mr. Thomas for their contribution to Annidis while with the Board, and appreciate them vacating their seats for our new incoming members. With the YIMAI financing now closed, we welcome our three new members and the unique experience and insight that they bring to the table," said Gerald Slemko, CEO of Annidis.
Mr. Zhang co-founded Shenzhen New Industries Material of Ophthalmology Co., Ltd. ("SZNIMO"), which specializes in the distribution of ophthalmology products in China. Mr. Zhang has led SZNIMO with a strong professional team in marketing, sales, R&D and training, and has established a successful track record. He started in the ophthalmology industry in 2002 and previously worked in an investment holding company. Mr. Zhang is a director, officer and shareholder of YIMAI.
Mr. Yu co-founded SZNIMO in 2006 and serves as a director. He is an entrepreneur and experienced businessman, having been involved in a number of successful business ventures in China. Mr. Yu is a director and shareholder of YIMAI.
Ms. Gu has been working in the ophthalmology industry for 20 years. Between 2002 and 2008, she served as an independent director on the board of directors of LaserSight, Inc., an ophthalmology laser company that was listed on the NASDAQ. She has an MBA from New York University. Ms. Gu is a shareholder of YIMAI.
For a three-year period from the date of closing, YIMAI will continue to have the right to nominate three members to the Board, and will also have a right of first offer to provide Annidis with any future financing requirements during such period.
About Annidis Corporation
Annidis (TSX-V: RHA) has developed and is marketing a new imaging platform technology based on Multi-Spectral Imaging (MSI). This new technology is opening a new frontier in disease identification and its management. The Annidis MSI technology allows eye-care professionals to view non-invasively the deepest areas of the eye aiding eye care professionals in the early identification and treatment of debilitating eye diseases. The Company's existing RHA 2020-U Gold, used by eye care professionals as a broad based tool for detecting early-onset of eye related diseases such as Dry AMD, has a potential market of over 20,000 clinics in North America. The RHA Platinum MD will further strengthen the value proposition allowing doctors to visualize choroidal and retinal vasculature non-invasively. The RHA Platinum MD has global market potential of more than 100,000 ophthalmologists.
This news release may contain "forward-looking information" within the meaning of applicable Canadian securities legislation. Statements made in this news release may be forward-looking and therefore subject to various risks and uncertainties. The words "may", "will", "could", "should", "would", "suspect", "outlook", "believe", "plan", "anticipate", "estimate", "expect", "intend", "forecast", "objective", "hope", and "continue" (or the negatives thereof), and words and expressions of similar import, are intended to identify forward-looking statements, which may include statements made in this news release regarding, among other things, the Company's plans for future growth and international expansion, any releases of Escrowed Shares from escrow, and YIMAI's rights in relation to the Company. Certain material factors or assumptions are implied in making these forward-looking statements and actual results may differ materially from those expressed or implied in such statements. Factors that could cause results to vary include those factors identified in the Company's ongoing disclosure filings with Canadian securities regulatory authorities, such as the applicability of patents and proprietary technology; possible patent litigation; regulatory approval of products in development; changes in government regulation or regulatory approval processes; government and third party reimbursement; dependence on strategic partnerships; intensifying competition; rapid technological change in the industry; anticipated future losses; the ability to access capital; and the ability to attract and retain key personnel. All forward-looking information presented herein should be considered in conjunction with such filings. Except as required by Canadian securities laws, the Company does not undertake to update any forward-looking statements; such statements speak only as of the date made.
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.
SOURCE Annidis CorporationFor further information:
Gerald Slemko, CEO
(519) 858-1582 ext. 239
James Binckly, Investor Relations
(416) 815-0700 ext. 228