|By Marketwired .||
|January 8, 2014 05:32 PM EST||
VANCOUVER, BRITISH COLUMBIA -- (Marketwired) -- 01/08/14 -- Sirona Biochem Corp. (TSX VENTURE:SBM)(OTCQX:SRBCF)(FRANKFURT:ZSB), (the "Company") announced today a non-brokered private placement of up to 33,400,000 units of the Company at a price of $0.16 CAD each (a "Unit") for gross proceeds of up to CAD$5,344,000 (the "Private Placement").
Each Unit will consist of one common share of the Company (a "Share") and one-half of one transferable share purchase warrant (a complete warrant shall be referred to as a "Warrant"). Each Warrant will entitle the holder to purchase one additional Share of the Company at any time for three years from the closing date of the Private Placement at a price of CAD$0.27 per Share.
The Company is proposing to pay a finder's fee to an agent or agents that assist in procuring the proceeds of the offering. Such Fee shall consist of a cash fee equal to no more than 8% of the total proceeds of the Private Placement placed by such finder and warrants up to 8% of the number of Units the finder sells in the Private Placement (the "Finder's Warrants"). The Finder's Warrants will be exercisable into one-half of one additional Share of the Company at a price of CAD$0.27 per Share for a period of 3 years from the closing date of the Private Placement.
The Company intends to use the proceeds from the Private Placement to support business growth through expansion of TFChem, the wholly owned subsidiary in France. Proceeds will also support phased hiring of 28 new employees in TFChem and secure operating costs of Sirona and TFChem for 2 years.
All securities to be issued under the Private Placement will be subject to a hold period in accordance with the Toronto Stock Exchange Venture ("TSXV") and/or other regulatory requirement. Closing of the Private Placement is subject to customary conditions, including TSXV acceptance.
This news release does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of any of the Shares in any jurisdiction in which such offer, solicitation or sale would be unlawful. The Shares have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to, or for the benefit of, U.S. persons (as defined in Regulation S under the U.S. Securities Act) unless registered under the U.S. Securities Act and applicable state securities laws or pursuant to an exemption from such registration requirements.
About Sirona Biochem
Sirona Biochem is a cosmetic ingredient and drug discovery company with a proprietary technology platform developed at its laboratory facility in France. The company specializes in the stabilization of carbohydrate molecules, with the goal of improving compounds' efficacy and safety. Sirona Biochem's compounds are patented as new chemical entities for maximum commercial protection and revenue potential. Newly developed compounds are licensed to leading companies around the world in return for licensing and milestone fees and ongoing royalty payments. TFChem, Sirona Biochem's wholly-owned French laboratory is a recipient of multiple French national scientific awards and a European Union and French government grant. For more information visit www.sironabiochem.com.
Sirona Biochem cautions you that statements included in this press release that are not a description of historical facts may be forward-looking statements. Forward-looking statements are only predictions based upon current expectations and involve known and unknown risks and uncertainties. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of release of the relevant information, unless explicitly stated otherwise. Actual results, performance or achievement could differ materially from those expressed in, or implied by, Sirona Biochem's forward-looking statements due to the risks and uncertainties inherent in Sirona Biochem's business including, without limitation, statements about: the progress and timing of its clinical trials; difficulties or delays in development, testing, obtaining regulatory approval, producing and marketing its products; unexpected adverse side effects or inadequate therapeutic efficacy of its products that could delay or prevent product development or commercialization; the scope and validity of patent protection for its products; competition from other pharmaceutical or biotechnology companies; and its ability to obtain additional financing to support its operations. Sirona Biochem does not assume any obligation to update any forward-looking statements except as required by law.