Proceeds to be used to support the achievement of several value-creating
developments and commercial milestones of Acasti Pharma
LAVAL, QC, Oct. 9 /CNW Telbec/ - The Board of Directors of Neptune
Technologies & Bioressources Inc. ("Neptune") (NASDAQ.NEPT - TSX.V.NTB) today
announced that the Company successfully completed as of October 8, 2008, the
private placement of units of convertible debentures for gross proceeds of
The convertible debentures bear interest at the rate of 8% per year and
mature three years from issuance. Upon maturity, the convertible debentures
may be redeemed by Neptune in cash or converted, with a premium, into Neptune
common shares. The proceeds from this financing will be invested by Neptune
into Acasti Pharma in order to reach several value-creating development and
commercial milestones within Acasti Pharma's over-the-counter, prescription
medical food and prescription drug programs. The Board of Directors' decision
to proceed with the private placement up to a maximum of $2,750,000 was
influenced by its desire to provide for minimum dilution while allowing Acasti
Pharma to reach critical milestones during the next two years, which is
expected to create substantial value for all shareholders.
Each unit of the private placement is comprised of a $1,000 convertible
debenture, 400 warrants to acquire shares of Neptune at $1.25 per share and
400 call options allowing the holder to acquire from Neptune an equal number
of Acasti Pharma Class A shares, priced at $0.25 per share, in each case
expiring on April 30, 2010.
During a period of two years from the date of issuance, the debentures
may be converted into units, each comprised of one Neptune common share priced
at $1.25 for the principal portion of the convertible debenture and at market
price of Neptune common shares for the accrued interest and one-half warrant
exercisable at market price. During the time period from June 1, 2009 until
November 30, 2010, the debentures may also be converted into Acasti Pharma
units, each comprised of one Acasti Pharma common share and of one call option
on the common shares of Acasti Pharma owned by Neptune. The conversion ratio
of the debenture into common shares and call options increases over time, from
$0.25 to $1.00 for the common shares and $0.50 to $1.50 for the call options,
in order to reflect the value creation achieved through the attainment of
several development and commercial milestones.
In the event that all debentures are converted into Neptune shares, the
conversion of the debentures will result in the issuance of a maximum of
2,200,000 common shares of Neptune and if all warrants are exercised, it will
generate at least an additional amount of $2,750,000 and also result in the
issuance of 2,200,000 common shares. All securities issued pursuant to this
private placement may not be transferred for a period of four (4) months
following the closing of the private placement.
In addition to third-party investors, insiders also subscribed for 10% of
the private placement illustrating the strong commitment of management to the
growth of Neptune and Acasti Pharma.
About Acasti Pharma
Acasti Pharma's product portfolio includes proprietary novel long-chain
omega-3 phospholipids sourced from sustainable abundant marine biomass
including Antarctic krill (Euphausia superba). Phospholipids are the major
component of cell membranes and are essential for all vital cell processes.
They are one of the principal constituents of High Density Lipoprotein (good
cholesterol) and play, as such, an important role in modulating cholesterol
efflux. Acasti Pharma's proprietary novel phospholipids carry and
functionalize the polyunsaturated omega-3 fatty acids EPA and DHA, which have
been shown to have substantial health benefits, and which are stabilized by
potent antioxidants. Acasti Pharma is focusing initially on the research and
development of treatments for chronic cardiovascular conditions.
About Neptune Technologies
Neptune researches and develops proprietary bioactive ingredients and
products for nutraceutical and pharmaceutical applications and is carrying out
clinical research to show the therapeutic benefits of its products in various
medical indications. The Company patents and protects its innovations and is
continuously expanding its intellectual property portfolio. Neptune has
already obtained many regulatory approvals allowing commercialization of its
products in various geographic markets and has filed for and is expecting
additional approvals. Neptune continues to strongly support its strategic
development plan to form partnerships with worldwide leaders in the
nutraceutical industry. Neptune has entered into agreements with Nestlé and
Yoplait, worldwide leading food manufacturers, and paved its entrance into the
global functional food market.
Neither NASDAQ nor TSX venture exchange accepts responsibility for the
adequacy or accuracy of this press release.
Statements in this press release that are not statements of historical or
current fact constitute "forward-looking statements" within the meaning of the
U.S. Private Securities Litigation Reform Act of 1995 and Canadian securities
laws. Such forward-looking statements involve known and unknown risks,
uncertainties, and other unknown factors that could cause the actual results
of the Company to be materially different from historical results or from any
future results expressed or implied by such forward-looking statements. In
addition to statements which explicitly describe such risks and uncertainties,
readers are urged to consider statements labeled with the terms "believes,"
"belief," "expects," "intends," "anticipates," "will," or "plans" to be
uncertain and forward-looking. The forward-looking statements contained herein
are also subject generally to other risks and uncertainties that are described
from time to time in the Company's reports filed with the Securities and
Exchange Commission and the Canadian securities commissions.
For further information:
For further information: Neptune Technologies and Acasti Pharma Contact:
Neptune Technologies & Bioressources Inc.; Acasti Pharma Inc., Toni Rinow,
Ph.D., MBA, Corporate Development & Investor Relations, (450) 687-2262,
firstname.lastname@example.org; www.neptunebiotech.com; Source: Neptune
Technologies & Bioressources Inc.