TORONTO AND EDMONTON, Sept. 9, 2011 /CNW/ - Spectral Diagnostics Inc. ("Spectral") (TSX: SDI) and Medwell Capital Corp. ("Medwell") (TSX-V: MWC) today announced that they have completed their
previously announced plan of arrangement (the "Arrangement"), pursuant to which Medwell acquired a further 33,333,333 Spectral
common shares (the "Spectral Shares") for $10 million, at a subscription price of $0.30 per share, the
gross proceeds of which will be used primarily to advance Spectral's
Toraymyxin, a treatment for severe sepsis, through to the end of its
U.S. Phase III EUPHRATES trial and data release. Pursuant to the
Arrangement, Medwell also distributed 54,282,834 Spectral Shares to its
shareholders, representing approximately $16.3 million in value based
on the $0.30 Spectral Share subscription price.
In connection with the Arrangement, Mr. Kevin Giese has been appointed
as Chairman of the Board of Directors of Spectral and Mr. Ian Lennox
has been appointed as the Lead Independent Director of the Board of
Directors of Spectral.
Medwell now holds approximately 15,200,000 Spectral Shares, representing
approximately 13.4% of the issued and outstanding Spectral Shares
(calculated on a non-diluted basis), and also holds 15,200,000 Spectral
warrants, which are exercisable at $0.60 and expire on March 2, 2014.
About Medwell Capital Corp.
Medwell Capital Corp. is a Canadian-based merchant bank that provides
capital and advisory services to the healthcare industry.
For further information please visit www.medwellcapital.com.
About Spectral Diagnostics Inc.
Spectral is a Phase III company seeking U.S. FDA approval for its lead
theranostics product for the treatment of severe sepsis and septic
shock. Toraymyxin is a therapeutic hemoperfusion device that removes
endotoxin, which can cause sepsis, from the bloodstream. Directed by
Spectral's Endotoxin Activity Assay (EAA™), the only FDA cleared
diagnostic for the risk of developing sepsis, Spectral's EUPHRATES
trial is the world's first theranostics trial in the area of sepsis.
Toraymyxin has been approved for therapeutic use in Japan and Europe,
and has been used safely and effectively in more than 80,000 patients
to date. In March 2009, Spectral obtained the exclusive development and
commercial rights in the U.S. for Toraymyxin, and in November 2010,
signed an exclusive distribution agreement for this product in Canada.
More than 250,000 patients are diagnosed with severe sepsis and septic
shock in North America each year, representing a greater than $1
billion market opportunity for Spectral. Spectral is listed on the
Toronto Stock Exchange under the symbol SDI. For further information
please visit www.spectraldx.com
Information in this news release that is not current or historical
factual information may constitute forward-looking information within
the meaning of securities laws. Implicit in this information,
particularly in respect of the future outlook of Spectral and Medwell
and anticipated events or results, are assumptions based on beliefs of
Spectral's and Medwell's senior management as well as information
currently available to them. While these assumptions were considered
reasonable by Spectral and Medwell at the time of preparation, they may
prove to be incorrect. Readers are cautioned that actual results are
subject to a number of risks and uncertainties, including the
availability of funds and resources to pursue R&D projects, the
successful and timely completion of clinical studies, the ability of
Spectral and Medwell to take advantage of business opportunities in the
biomedical industry, the granting of necessary approvals by regulatory
authorities as well as general economic, market and business
conditions, and could differ materially from what is currently
The TSX has not reviewed and does not accept responsibility for the
adequacy or accuracy of this statement.
SOURCE Spectral Diagnostics Inc.
For further information:
For further information about Medwell please contact:
For further information about Spectral please contact:
| Anthony Businskas |
Executive Vice President and CFO
416-626-3233 ext. 2200
| Adam Peeler |
416-815-0700 ext. 225