TORONTO, ONTARIO--(Marketwire - June 11, 2012) -
NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED STATES
Lorus Therapeutics Inc. (TSX:LOR) ("Lorus" or the "Company") announced today that it has completed its previously announced private placement (the "Private Placement") of 20,625,000 units at a subscription price of $0.32 per unit, each unit ("Unit") consisting of one common share and one common share purchase warrant for gross proceeds to Lorus of $6,600,000.
Each warrant is exercisable for a period of 24 months from the date of issuance at an exercise price of $0.45 (the "Warrants"). If after one year (the "Accelerated Exercise Date") the closing price of the common shares on the Toronto Stock Exchange equals or exceeds $0.90 for twenty consecutive days, then upon the Company sending the holders of Warrants written notice of such Accelerated Exercise Date and issuing a news release announcing such Accelerated Exercise Date, the Warrants shall only be exercisable for a period of 30 days following the date on which such written notice is sent to holders of Warrants.
PowerOne Capital Markets Limited acted as a finder in the financing and were paid a cash finder's fee equal to 6% of the gross proceeds of the Private Placement and were issued 1,237,500 finder's warrants at an exercise price of $0.32 each. Each finder's warrant is exerciseable into Units consisting of 1,237,500 common shares and 1,237,500 Warrants.
The Company intends to use the net proceeds of the Private Placement to continue development of its research programs and for general and administrative purposes.
The maximum number of common shares issuable in connection with the Private Placement, assuming the exercise of all Warrants, including the exercise of Warrants underlying the finders warrants is 43,725,000 representing 206% of Lorus' currently issued and outstanding common shares. Lorus has provided the Toronto Stock Exchange with written evidence that holders of more than 50% of its voting securities are familiar with the terms of the Private Placement, and are in favour of it, in order to benefit from the exemption set forth in the rules of the Toronto Stock Exchange from the requirement to hold a special shareholders' meeting to obtain this approval. This approval is necessary as the shares issuable pursuant to the Private Placement amount to more than 25% of the number of the issued and outstanding common shares, on a non-diluted basis, prior to the date of closing of the Private Placement and the exercise price of the Finders Warrants is less than the 5 day volume weighted average share price.
"I am very pleased to announce the successful closing of this financing," said Dr. Aiping Young, President and Chief Executive Officer. "The proceeds of this financing will provide us with the capital we require to accelerate the development of our product pipeline including our novel anticancer agents, LOR-253, IL17E and LOR-500."
This press release contains forward-looking statements within the meaning of Canadian and U.S. securities laws. Such statements include, but are not limited to, statements relating to the private placement and the purposes for which the proceeds from the private placement will be used, our ability to accelerate and meet developmental milestones and increase shareholder value and other statements including words such as "continue", "expect", "intend", "will", "should", "would", "may", and other similar expressions. Such statements reflect our current views with respect to future events and are subject to risks and uncertainties and are necessarily based upon a number of estimates and assumptions that, while considered reasonable by us, are inherently subject to significant business, economic, competitive, political and social uncertainties and contingencies. Many factors could cause our actual results, performance or achievements to be materially different from any future results, performance or achievements described in this press release. Such expressed or implied risk factors and assumptions could include, among others: our ongoing need for capital, our ability to accelerate or meet developmental milestones in the development of our product pipeline, the use of the proceeds from the Private Placement, and other risks detailed from time-to-time in our ongoing quarterly filings, annual information forms, annual reports and annual filings with Canadian securities regulators and the United States Securities and Exchange Commission.
Should one or more of these risks or uncertainties materialize, or should the assumptions set out in the section entitled "Risk Factors" in our filings with Canadian securities regulators and the United States Securities and Exchange Commission underlying those forward-looking statements prove incorrect, actual results may vary materially from those described herein. These forward-looking statements are made as of the date of this press release and we do not intend, and do not assume any obligation, to update these forward-looking statements, except as required by law. We cannot assure you that such statements will prove to be accurate as actual results and future events could differ materially from those anticipated in such statements. Investors are cautioned that forward-looking statements are not guarantees of future performance and accordingly investors are cautioned not to put undue reliance on forward-looking statements due to the inherent uncertainty therein.
Lorus Therapeutics Inc.'s recent press releases are available through its website at www.lorusthera.com. For Lorus' regulatory filings on SEDAR, please go to www.sedar.com.