MONTREAL, March 12 /CNW Telbec/ - AgeChem Fund L.P., acting by its
general partner, AgeChem Financial Inc. ("AgeChem"), announced today that,
further to the execution of the term sheet with Advitech Inc. ("Advitech")
previously announced on February 10, 2009, it executed, as at the date hereof,
a binding conditional subscription agreement with Advitech for the private
placement (the "Private Placement") of 50,000,000 units at a price of $0.02
per unit.
Each Unit issued as part of the Private Placement consists of one common
share in the share capital of Advitech (a "Common Share") and of one common
share purchase warrant (a "Warrant"). Each Warrant will entitle its holder to
purchase one Common Share at a price of $0.05 per share for a period of one
year following the date of issuance of the Warrants, and, thereafter, at a
price of $0.10 per share until the fifth anniversary of the date issuance of
the Warrants.
The Common Shares, the Warrants and the Common Shares underlying the
Warrants are subject to a statutory four-month hold period. Before the
completion of the Private Placement, AgeChem held an equity interest of 11.05%
in Advitech. After the completion of the Private Placement, AgeChem will hold
directly, assuming fulfilment of the remaining conditions, including, among
others, the conversion of at least 80% of the principal amount of the issued
and outstanding debentures with accrued interests thereon in Common Shares at
a price of $0.02 per share, a total of 58,083,333 Common Shares, representing
25.32% of the outstanding Common Shares as at the date hereof, 58,083,333
Warrants allowing it to acquire 58,083,333 Common Shares at a price ranging
from $0.05 to $0.253.
The total subscription price of the Private Placement and the
certificates representing the Common Shares and the Warrants are currently
held in escrow until receipt of a confirmation that the shareholders of
Advitech have voted in favour of the Private Placement at the annual general
and special meeting of shareholders of Advitech scheduled to take place on
April 16, 2009 and for which a management information circular will be mailed
shortly to Advitech's shareholders. The Private Placement is also subject to
obtaining final approval of the TSX Venture Exchange for the listing of the
securities upon fulfilment of customary conditions for this type of
transaction as well as the conversion of the principal amount of debentures of
Advitech together with accrued interest thereon in Common Shares at a price of
$0.02 per share, the whole according to the terms agreed between Advitech and
AgeChem.
In the case of this Private Placement, the securities are being
distributed pursuant to an exemption from the prospectus requirements as set
out in section 2.10 of National Instrument 45-106 Prospectus and Registration
Exemptions.
An early warning report in respect of the above noted transactions will
be filed on SEDAR.
ABOUT AGECHEM VENTURE FUND L.P.
The AgeChem Venture Fund L.P. is currently investing in companies
developing therapeutics targeting age-related diseases. The range of diseases
and chronic conditions associated with aging provides a breadth of attractive
investment opportunities. AgeChem's principals have been active in the
healthcare sector for over 15 years having made investments in several private
and public entities. In addition to AgeChem, some of the principals are also
managing the GeneChem Technologies Venture Fund L.P. and the
GeneChemTherapeutics Venture Fund L.P. (www.genechem.com).
This press release contains forward-looking statements, which reflect the
Advitech's current expectations regarding future events. The forward-looking
statements involve risks and uncertainties. Actual results could differ
materially from those projected and described herein.
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.
%SEDAR: 00021006EF
For further information: or to receive a copy of the early warning
report: Maxime Pesant, CMA, Finance Director, AgeChem Financial Inc., (514)
849-4692, Fax: (514) 849-5191
