Amorfix Announces Private Placement
THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
TORONTO, May 8, 2012 /CNW/ - Amorfix Life Sciences Ltd. (Amorfix or the Company) announced today that it intends to complete, subject to regulatory approval, a non-brokered private placement of up to 2,500,000 units (Units) at a price of $0.40 per Unit, for gross proceeds of $1,000,000, of which commitments to subscribe for 2,200,000 units have been received.
Each Unit will consist of one common share of Amorfix (a Share) and one-half common share purchase warrant of Amorfix (a Warrant). Each Warrant will entitle the holder to purchase one Share at a price of $0.80 for a period of 24 months following the closing date of the Offering, subject to earlier expiry in the event (a trigger event) that, following the expiry of the four month hold period, the volume-weighted average price of Amorfix's common shares on the Toronto Stock Exchange (TSX) over a period of twenty consecutive trading days exceeds $1.00. On the occurrence of a trigger event, Amorfix may give notice to holders to accelerate the expiry to a date which is not less than 30 calendar days after such notice is sent to the holders.
In connection with the Offering, Amorfix may pay finder fees of up to 8% of the gross proceeds and issue finder warrants, having the same terms as the Warrants, to acquire Shares equal to up to 8% of the Units sold.
"This financing will enable us to reach several important project milestones as we continue to build our product pipeline of innovative diagnostics and antibody therapeutics" said Dr. Robert Gundel, Amorfix President and Chief Executive Officer. "We are moving forward to complete our proof of concept studies of our lead PrP antibody in animal models of ovarian cancer. We expect the results of these studies to be available in Q3 of this year. In addition, we are evaluating the specific binding of the antibodies we developed that target the Fas receptor, a protein that is known to be associated with many types of cancer, to a number of cancer cells and comparing this binding to normal cells. We expect to have our lead candidate identified this quarter."
All securities issued in connection with the Offering will be subject to a four month hold period from the date of issuance in accordance with applicable securities law. The closing of the Offering is subject to receipt of TSX approval.
The Company intends to use the net proceeds of the Offering to continue the development and of its research programs including its cancer therapeutic program, ProMIS, its Alzheimer's disease and ALS diagnostic programs and for general corporate purposes.
Amorfix Life Sciences Ltd. (TSX:AMF) is an early-stage product development company developing therapeutic antibodies and diagnostics targeting misfolded protein diseases. Amorfix utilizes its computational discovery platform, ProMIS™, to predict novel Disease Specific Epitopes (DSEs) on the molecular surface of misfolded proteins. Using this technology, Amorfix is developing novel antibody therapeutics and companion diagnostics for cancer and amyotrophic lateral sclerosis (ALS). In addition, Amorfix has developed two proprietary technologies to specifically identify very low levels of misfolded proteins in a biological sample: Epitope Protection™ and AMFIA™, an ultra-sensitive dual-bead immunoassay. Use of these technologies has generated a cerebrospinal fluid (CSF) screening test for Alzheimer's disease (AD), and an ultrasensitive method for detecting the hallmark of AD, aggregated beta-Amyloid, in brain tissue, CSF and blood from animal models of AD. For more information about Amorfix, visit www.amorfix.com.
The TSX has not reviewed and does not accept responsibility for the adequacy or accuracy of this release.
This news release contains certain forward-looking information, which involves known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from those implied by statements herein, and therefore these statements should not be read as guarantees of future performance or results. All forward-looking statements are based on the Company's current beliefs as well as assumptions made by and information currently available to it, such as the commitments of potential subscribers that are not binding legal obligations, as well as other factors, that are subject to change. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Due to risks and uncertainties, including the risks and uncertainties identified by the Company in its public securities filings, actual events may differ materially from current expectations. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, unless required by law.
ProMIS™, Epitope Protection™ and AMFIA™ are trademarks of Amorfix Life Sciences Ltd.For further information:
Dr. Robert Gundel
President and Chief Executive Officer
Amorfix Life Sciences Ltd.
Tel: (416) 847-6957
Fax: (416) 847-6899
Acting Chief Financial Officer
Amorfix Life Sciences Ltd.
Tel: (416) 847-6926
Fax: (416) 847-6899