Bioniche Files Regulatory Documents for 20 Million Common Share Offer in
Canada and Australia
-Canadian syndicate led by NCP Northland Capital Partners;
Australian IPO led by Taylor Collison-
NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES
OR DISSEMINATION IN THE U.S.
BELLEVILLE, Nov. 22 /CNW/ - Bioniche Life Sciences Inc. (TSX: BNC), a research-based, technology-driven Canadian biopharmaceutical company, today announced that it is offering up to 20 million new Common Shares under two concurrent financings (collectively, the Offers and each an Offer):
- by short-form prospectus in all provinces of Canada; and
- by initial public offering in Australia and New Zealand.
In addition, shares may be offered in other jurisdictions on a private placement basis pursuant to available restrictions from registration requirements.
The Canadian Offer is being underwritten by a Canadian syndicate led by NCP Northland Capital Partners Inc. and including Dundee Securities Corporation and National Bank Financial Inc. The Australian Offer is on a best efforts agency basis by Taylor Collison Limited, priced at A$1.50 per share (pricing done in accordance with Australian practice).
"The Share Offer in Australia is the lead-up to our plan to list the Company on the Australian Securities Exchange (ASX)," said Graeme McRae, Chairman, President & CEO of Bioniche Life Sciences Inc. "The Company has a solid and growing Animal Health business in Australia, and a loyal and long-term shareholder base there. The listing will provide investors with greater liquidity, and is an excellent opportunity to demonstrate and develop the international scope of our business, which we believe will be of benefit to all shareholders, wherever they may be."
The funds raised in the Offers will be used to:
- expand the Company's current manufacturing capacity for Urocidin™ to meet expected global demand;
- pursue new human oncology applications using the Company's MCC platform through Phase I clinical testing;
- undertake a U.S.-based field trial of Econiche™ in support of a full license application in the U.S.A., followed by license applications in Australia, Europe and Latin America;
- complete the development of a second food safety vaccine for Salmonella;
- complete the development and registration of internally-generated product opportunities in animal health;
- acquire the rights to certain externally-developed products/technologies in animal health;
- cover the expenses of the Offers; and
- support general corporate requirements.
Completion of the Offers is subject to all regulatory approvals, including the Toronto Stock Exchange and the Australian Securities Exchange.
The following documents related to the Offers have been filed with securities regulators in Canada and Australia:
Canada (all provincial securities regulatory authorities)
- Preliminary Short-Form Prospectus
This is available for viewing and downloading at www.sedar.com, at www.Bioniche.com, or by contacting the Company.
Australia (Australian Securities & Investments Commission)
- Long-Form Prospectus
This document is available, subject to compliance with a proposed viewer's residency and other matters referred to in the "health warning" that precedes any download of the Long-Form Prospectus in connection with the Australian Offer, for viewing and downloading at www.asic.gov.au, at www.Bioniche.com, or by contacting the Company.
The Company has also filed an amended French language translation of its Management Information Circular dated October 6, 2010 to correct some clerical errors in the translation.
About NCP Northland Capital Partners Inc.
NCP Northland Capital Partners Inc. (NCP) is an employee-owned securities firm that was formed following a majority investment in Sandfire Securities by Northland Bancorp (www.northlandbancorp.com). NCP has assembled a team of highly talented, proven and motivated individuals who share a vision to focus on the needs of clients first by delivering fresh ideas and effective solutions that produce positive results. Core to this capacity is the strength of the relationships in which they build trust and confidence in their abilities to execute. NCP is focused on providing value-added research that is complemented by superior execution in sales and trading, and corporate finance. Overall, NCP's goal is to change the way clients are serviced through the firm's commitment and dedication.
NCP is a member of the Toronto Stock Exchange, the TSX Venture Exchange and the Investment Industry Regulatory Organization of Canada.
About Taylor Collison Limited
Taylor Collison Limited is a leading financial services firm, providing advice and wealth creation services to private and institutional investors and corporate clients throughout Australia (www.taylorcollison.com.au). Their professional team of client advisers is dedicated to helping investors build a portfolio that best suits their individual investment requirements. They use in-house and external research to establish and maintain diverse and balanced investment portfolios for their valued clients.
At Taylor Collison, their research and corporate focus is on the emerging growth sector of the Australian share market. Their commitment to this market segment is evidenced by their specialist skills, experience and knowledge. This provides their clients with a valuable insight and understanding of the stocks within this sector and a clear investment advantage.
About Bioniche Life Sciences Inc.
Bioniche Life Sciences Inc. is a research-based, technology-driven Canadian biopharmaceutical company focused on the discovery, development, manufacturing, and marketing of proprietary products for human and animal health markets worldwide. The fully-integrated company employs 214 skilled personnel and has three operating divisions: Human Health, Animal Health, and Food Safety. The Company's primary goal is to develop proprietary cancer therapies supported by revenues from marketed products in human and animal health. Bioniche has been named one of the Top 50 Best Small and Medium-Sized Employers in Canada for 2010. For more information, please visit www.Bioniche.com.
Except for historical information, this news release may contain forward-looking statements that reflect the Company's current expectation regarding future events and constitute forward-looking information (as defined in the Securities Act (Ontario). Such statements include, without limitation, statements regarding the timing and size of the Offers and the anticipated the proposed use of proceeds, and generally can be identified by the use of words such as "may", "will", "should", "plans", "anticipates", "believes", "estimates", "predicts", "intends", "potential", or the negative of such terms, or other comparable terminology indicating statements that are not historical facts. Forward-looking statements express, as at the date of this Prospectus, the Company's estimates, forecasts projections, expectations and beliefs as to future events or results. Forward-looking statements involve a number of risks and uncertainties. There can be no assurance that such statements will prove to be accurate. Therefore, actual results and future events could differ materially from those anticipated in such statements. Factors that could cause results or events to differ materially from current expectations expressed or implied by the forward-looking statements include, but are not limited to:, changing market conditions, the successful and timely completion of clinical studies, the establishment of corporate alliances, the impact of competitive products and pricing, new product development, uncertainties related to the regulatory approval process and the commercialization of the Company's therapeutic products thereafter, changes to the commercialization, partnering and marketing plans for current and development stage product, the ability to obtain additional financing, and other risks detailed from time to time in the Company's ongoing quarterly and annual reporting which can be found at www.sedar.com. The Company does not undertake any obligation to publicly update or revise any forward-looking statement after the date of this press release or to conform such statements to actual results or to changes in the Company's expectations, except as otherwise required by applicable law.
Neither the TSX nor its Regulation Services Provider (as that term is defined in the policies of the TSX) accepts responsibility for the adequacy or accuracy of this news release.
THIS NEWS RELEASE IS NOT AN OFFER OF SECURITIES FOR SALE IN THE UNITED STATES. SECURITIES MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES ABSENT REGISTRATION OR AN EXEMPTION FROM REGISTRATION. THE COMMON SHARES ASSOCIATED WITH THESE OFFERS HAVE NOT BEEN, AND WILL NOT BE, REGISTERED UNDER THE U.S. SECURITIES ACT OR ANY STATE SECURITIES LAWS.
%SEDAR: 00013159EF
For further information:
Jennifer Shea, Vice-President, Communications, Investor & Government Relations
Bioniche Life Sciences Inc.
Telephone: (613) 966-8058
Cell: (613) 391-2097
[email protected]
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