BURNABY, BC, April 29, 2014 /CNW/ - Welichem Biotech Inc. (the
"Company") (TSX-V: WBI) announces today that its board of directors, on
the recommendation of its special committee, unanimously recommends
that Welichem shareholders REJECT the unsolicited offer (the "Offer")
to purchase all of the Welichem common shares (the "Shares") at a price
of $0.15 per Share by LJ Resources Co., Ltd. ("LJ") and NOT TENDER
their Shares to the Offer.
After careful consideration and discussion, the special committee and
board of directors of Welichem have determined, following analysis by
the special committee with financial and legal advice, that the Offer
is financially inadequate and not in the best interests of Welichem
shareholders. The Offer is at a significant discount to both the
current trading price of the Shares on the TSX Venture Exchange and the
fair market value of the Shares as determined by an independent
valuator in the valuation included in LJ's take-over bid circular.
The Board's recommendation that the Welichem shareholders REJECT the
Offer and DO NOT TENDER their Shares, as well as a more detailed
discussion of its reasons for rejecting the Offer, and the written
fairness opinion provided by Evans and Evans, Inc., are contained in a
directors' circular that will be filed today, a copy of which will be
available at www.sedar.com. Copies of the directors' circular are being mailed to all Welichem
shareholders, who are urged to read the directors' circular in its
In addition, the special committee has determined that LJ's take-over
bid circular contains numerous deficiencies and misrepresentations and,
as such, the board of directors has determined, on the recommendation
of the special committee, that it is necessary and appropriate for the
Company to apply for orders from the British Columbia Securities
Commission to have the Offer cease-traded and/or to require that LJ
correct the deficiencies in their circular prior to proceeding with the
Offer. The application was made on April 28, 2014.
About Welichem Biotech Inc.
Welichem Biotech Inc. is a publicly-traded biotechnology company
developing therapeutic drugs in the fields of autoimmune diseases and
cancer. For a more complete business and financial profile of the
Company, interested parties are encouraged to visit the Company's
CAUTIONARY NOTE CONCERNING FORWARD-LOOKING STATEMENTS
All statements included in this press release that address activities,
events or developments that the Company expects, believes or
anticipates will or may occur in the future are forward-looking
statements. In particular, this document contains forward-looking
information and statements regarding the Offer and the Special
Committee's review of available information relating to same.
These forward-looking statements involve numerous assumptions made by
the Company based on its experience, perception of historical trends,
current conditions, expected future developments and other factors it
believes are appropriate in the circumstances. In addition, these
statements involve substantial known and unknown risks and
uncertainties that contribute to the possibility that the predictions,
forecasts, projections and other forward-looking statements will prove
inaccurate, certain of which are beyond the Company's control,
including any possible amendments to the Offer or to the take-over bid
circular, the outcome of the Company's application to the British
Columbia Securities Commission, further actions or announcements of the
offeror or other third parties, changes in laws and regulations, stock
market volatility and obtaining required approvals of regulatory
authorities. Readers should not place undue reliance on forward-looking
There can be no assurance that forward-looking statements or information
will prove to be accurate, as actual results and future events could
differ materially from those anticipated in such statements.
Accordingly, you should not place undue reliance on the forward-looking
statements or information contained herein. Except as required by law,
we do not expect to update forward-looking statements and information.
Neither the TSX Venture Exchange nor its Regulation Services Provider
(as that term is defined in policies of the TSX Venture Exchange)
accepts responsibility for the adequacy or accuracy of this release.
SOURCE: Welichem Biotech Inc.
For further information:
Liren Tang, President and Chief Executive Officer of the Company: Tel.: (604) 432-1703, Email: email@example.com.