Vancouver, Canada – January 23, 2009 - Ondine Biopharma Corporation (TSX: OBP; AIM: OBP) a medical technology company developing photodisinfection based products, today announced it intends to issue, via a non-brokered private placement (the “Offering”), 17,000,000 common shares at a price of $0.06 per share for aggregate gross proceeds of C$1.02 million, to qualified investors pursuant to applicable exemptions. The common shares issued under the Offering will be subject to a four month hold period from the closing date under Canadian Securities legislation. The placement is expected to close in one or more tranches by mid February 2009.
Insiders of the Company intend to participate in the placement for an aggregate of 6,135,000 common shares for aggregate gross proceeds of $368,000. The shares being purchased by insiders represent 9.99% of the Company’s currently issued and outstanding common shares, the maximum normally allowed without securityholder approval pursuant to the rules of the TSX.
The proceeds will be used for the continued research and development of new products based on the Company’s photodisinfection technology, including the Company’s MRSA product currently under development, for working capital, and for general corporate purposes. The completion of the offering is subject to certain conditions including, but not limited to, the receipt of all necessary approvals including the approvals of the Toronto Stock Exchange and AIM.
This press release does not constitute an offer to sell or a solicitation of an offer to sell any of the securities in the United States. The securities have not been and will not be registered under the U.S. Securities Act or any state securities laws and may not be offered or sold within the United States unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
About Ondine Biopharma Corporation
Ondine is developing non-antibiotic therapies for the treatment of a broad spectrum of bacterial, fungal and viral infections. The Company is focused on developing leading edge products utilizing its patented light-activated technology. Photodisinfection provides broad-spectrum antimicrobial efficacy without encouraging the formation and spread of antibiotic resistance. The Company is based in Vancouver, British Columbia, Canada, with a research and development laboratory in Bothell, Washington, USA, and an international office in St. Michael, Barbados. For additional information, please visit the Company's website at: www.ondinebiopharma.com.
Forward-Looking Statements:
Certain statements contained in this release containing words like "believe", "intend", "may", "expect" and other similar expressions, are forward-looking statements that involve a number of risks and uncertainties. Factors that could cause actual results to differ materially from those projected in the Company's forward-looking statements include the following: market acceptance of our technologies and products; our ability to obtain financing; our financial and technical resources relative to those of our competitors; our ability to keep up with rapid technological change; government regulation of our technologies; our ability to enforce our intellectual property rights and protect our proprietary technologies; the ability to obtain and develop partnership opportunities; the timing of commercial product launches; the ability to achieve key technical milestones in key products and other risk factors identified from time to time in the Company's public filings.
The TSX Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of this release.
For further information please contact:
Carolyn Cross
President and Chief Executive Officer
Ondine Biopharma Corporation
(604) 669-0555
ccross@ondinebiopharma.com
Christina Bessant
Investor Relations
The Equicom Group Inc.
(416) 815-0700 ext. 269
cbessant@equicomgroup.com
Irma Gomez-Dib
Media & Investors Relations
FD International
(212) 850-5761
Irma.gomez-dib@fd.com
Nominated Adviser
Neil Johnson / Ryan Gaffney
Canaccord Adams Ltd
+44(0)20 7050 6500