/THIS NEWS RELEASE IS NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED
STATES/
TORONTO, May 22, 2015 /CNW/ - Amorfix Life Sciences Ltd.
(Amorfix or the Company) announced today that it intends to
complete, subject to regulatory and shareholder approvals, a
non-brokered private placement of a minimum of 50,000,000 shares up
to a maximum of 83,333,333 shares at a price of $ 0.03 per common share of Amorfix for gross
proceeds of a minimum Cdn $1,500,000
up to Cdn $2,500,000. . There will be
no warrants attached to this offering. In connection with this
Offering, Amorfix may pay finder fees of up to 7% of the gross
proceeds. It is anticipated that insiders will be participating as
part of this Offering.
Following on from the Company's March
16th, 2015 announcement to seek strategic
alternatives to develop its business, and after careful
consideration of various financing vehicles, the Board of Directors
has decided to re-launch the Company with a clear focus on
neurodegenerative diseases, in particular Alzheimer's disease and
amyotrophic lateral sclerosis (ALS). Accordingly, in addition to
paying off outstanding debt, the net proceeds of this financing
will be used to: generate new Intellectual Property (IP) allowing
future development of specific diagnostics and therapeutics for
neurodegenerative disease, continue support and maintenance of
existing IP, engage an experienced senior management team and for
general corporate purposes.
"This financing will allow us to re-launch Amorfix based on
recent and significant scientific discoveries in the field of
neurodegenerative disease", said William
Wyman, Amorfix Chairman of the Board of Directors.
"The Company's strong science foundation under the continuing
leadership of Dr. Neil Cashman,
particularly in the field of misfolded proteins, and a new
management team with deep and broad experience, bode well for this
re-launch of Amorfix as a potential leader in the development of
precision medicines for neurodegenerative disease".
All securities issued in connection with this offering will be
subject to a four month hold period from the date of issuance in
accordance with applicable securities law. The closing of the
Offering is subject to receipt of both TSX approval and shareholder
approval.
If any insiders of the Company participate in the Private
Placement, any such subscription (the "Insider Participation") will
be considered to be a related party transaction within the meaning
of Multilateral Instrument 61-101 ("MI 61-101"). Amorfix intends to
rely on the exemptions from the valuation and minority shareholder
approval requirements of MI 61-101 contained in Sections 5.5(a) and
5.7(1)(a) of MI 61-101 in respect of any Insider Participation.
Currently, the Company expects $400,000 or more in Insider Participation.
About Amorfix
Amorfix Life Sciences Ltd. (TSX: AMF) is an early-stage company
developing specific diagnostics and antibody therapeutics targeting
misfolded proteins in neurodegenerative disease. Amorfix utilizes
its computational discovery platform, ProMISTM, to
predict novel targets known as Disease Specific Epitopes (DSEs) on
the molecular surface of misfolded proteins. Using this 'Precision
Medicine' approach, Amorfix is developing novel antibody
therapeutics and specific companion diagnostics for Alzheimer's
disease and ALS. In addition, Amorfix has developed two proprietary
technologies to specifically identify very low levels of misfolded
proteins in a biological sample: Epitope ProtectionTM
and AMFIATM, an ultra-sensitive dual-bead immunoassay.
Use of these technologies has generated a cerebrospinal fluid (CSF)
screening test for Alzheimer's disease (AD), and an ultra-sensitive
method for detecting the hallmark of AD, aggregated beta-Amyloid,
in brain tissue, CSF and blood from animal models of AD. For
further information about Amorfix, please visit
www.amorfix.com.
The TSX has not reviewed and does not accept responsibility
for the adequacy or accuracy of this release. This information
release may contain certain forward-looking information.
Such information involves known and unknown risks, uncertainties
and other factors that may cause actual results, performance or
achievements to be materially different from those implied by
statements herein, and therefore these statements should not be
read as guarantees of future performance or results. All
forward-looking statements are based on the Company's current
beliefs as well as assumptions made by and information currently
available to it as well as other factors.
Readers are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date of this
press release. Due to risks and uncertainties, including the risks
and uncertainties identified by the Company in its public
securities filings, actual events may differ materially from
current expectations. The Company disclaims any intention or
obligation to update or revise any forward-looking statements,
whether as a result of new information, future events or
otherwise.
SOURCE Amorfix Life Sciences Ltd.