OccuLogix Announces U.S.$5,076,500 Private Placement of Common Stock
20 Mayo 2008 - 7:15AM
Marketwired
TORONTO, ONTARIO (TSX: OC) announced today that it has entered
into a definitive agreement with a number of investors for the
private placement of U.S.$5,076,500 of shares of common stock at a
per share price equal to the lower of (i) U.S.$0.10 and (ii) the
volume-weighted average closing price of the Company's common stock
on NASDAQ for the 15-trading day period immediately preceding the
closing date of the sale.
OccuLogix also announced today that it has filed a preliminary
proxy statement to solicit the proxies of its stockholders for,
among other approvals, the approval of this private placement and
the approval of the definitive merger agreement that the Company
had entered into, and announced, on April 22, 2008 to acquire the
minority ownership interest in San Diego-based OcuSense, Inc. that
the Company does not already own. Currently, OccuLogix owns 50.1%
of the capital stock of OcuSense on a fully diluted basis.
The approval of the private placement and the approval of the
OcuSense merger transaction are interdependent. Stockholders will
have to give their approval to both proposed transactions in order
for either of them to close. The Company intends to call a meeting
of stockholders as soon as practicable. Stockholder approval of
these transactions is required under the NASDAQ rules governing the
issuance of shares, and the transactions are also subject to
approval by the Toronto Stock Exchange.
The proceeds of the private placement will be used to fund the
working capital requirements of OccuLogix and OcuSense.
The securities to be offered in the private placement and the
OcuSense merger transaction have not been registered under the
Securities Act of 1933, as amended (the "Act") or any state
securities laws or qualified under any Canadian provincial or
territorial securities laws, and may not be offered or sold in the
United States absent registration, or an applicable exemption from
registration, under the Act and applicable state securities laws or
in Canada absent a valid prospectus, or an applicable exemption
from the prospectus requirements, under applicable provincial and
territorial securities laws.
About OccuLogix, Inc.
OccuLogix (www.occulogix.com) is a healthcare company focused on
ophthalmic devices for the diagnosis and treatment of age-related
eye diseases.
About OcuSense, Inc.
OcuSense (www.ocusense.com) is an ophthalmic device company
developing and commercializing novel, laboratory-on-a-card
technologies that enable eye care practitioners to test for highly
sensitive and specific biomarkers in tears at the
point-of-care.
Forward-Looking Statements
This press release may contain forward-looking statements. These
statements relate to future events and are subject to risks,
uncertainties and assumptions about the Company. These statements
are only predictions based on our current expectations and
projections about future events. You should not place undue
reliance on these statements. Actual events or results may differ
materially. Many factors may cause our actual results to differ
materially from any forward-looking statement, including the
factors detailed in our filings with the Securities and Exchange
Commission and Canadian securities regulatory authorities,
including but not limited to our Forms 10-K and 10-Q. We do not
undertake to update any forward-looking statements.
Contacts: OccuLogix, Inc. Tom Reeves (905) 602-0887 Email:
tom.reeves@occulogix.com Website: www.occulogix.com
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