MONTREAL, Aug. 27 /CNW Telbec/ - ProQuest Investments III, L.P., a
U.S.-based private venture capital fund, announces that, it has acquired
28,000 units of BioSyntech (the "Units") at a price of $10 per Unit as part of
the private placement that closed August 21, 2009. The Units were acquired
pursuant to a subscription agreement entered into between ProQuest and
BioSyntech dated August 21, 2009.
Each Unit is comprised of $10 principal amount of subordinated secured
convertible debentures maturing March 31, 2009, convertible (at a price of
$0.11 per share) into 2,545,455 common shares in the share capital of
BioSyntech, and 91 common share purchase warrants expiring August 19, 2009,
exercisable (at a price of $0.14 per share) into 2,548,000 common shares. In
the event that all of the debentures held are fully converted and that all of
the warrants held are fully exercised, these holdings would represent
approximately 4.6% of the total issued and outstanding common shares of
BioSyntech as at August 21, 2009.
As a result of this subscription and as of the date hereof, ProQuest
holds an equivalent of 16,418,999 common shares, 10,048,000 common share
purchase warrants, $3,000,000 principal amount of Subordinated Secured
Convertible Debenture Series 2008, convertible (at a price of $0.20 per share)
into 15,000,000 common shares, and $280,000 principal amount of a of a
Subordinated Secured Convertible Debenture Series 2009-1, convertible (at a
price of $0.11 per share) into 2,545,455 common shares, representing
approximately 33.08% of the total issued and outstanding common shares of
BioSyntech on a fully diluted basis as of August 21, 2009.
The Units were acquired for investment purposes only. The Board of
Directors of BioSyntech has also approved the distribution to its existing
shareholders of rights (the "Rights Offering") exercisable to purchase an
additional 310,000 Units at a price of $10 per Unit, representing gross
aggregate proceeds of up to $3,100,000 to BioSyntech. BioSyntech filed a
preliminary short form prospectus on August 24, 2009 for the Rights Offering.
Pursuant to a Stand-by Purchase Agreement, ProQuest has agreed to exercise
Rights and purchase Units offered under the Rights Offering that are not
otherwise purchased thereunder, for an amount of $1,141,110.
ProQuest may from time to time acquire additional securities of
BioSyntech, dispose of some or all of the existing or additional securities it
holds or will hold, or may continue to hold its positions.
For more details about ProQuest and its investments, please visit our
website at www.proquestvc.com.
For further information:
For further information: Joyce Tsang, Ph.D., ProQuest Investments, (514)
842-1625, fax: (514) 842-1379