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Sirona Biochem announces CAD $5.3 Million Private Placement and Collaboration Deal
Wednesday, January 15, 2014Company Profile | Follow Company
Vancouver, BC, January 15, 2014--(T-Net)--Sirona Biochem Corp. (TSX-V: SBM), announced 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.
Collaboration Deal with Jean-Michel Cousteau, Fabien Cousteau, and Explore Green
Sirona Biochem also announced a collaboration with Jean-Michel Cousteau, Fabien Cousteau, (respective son and grandson of Jacques Cousteau) and Explore Green LLC.
Jean-Michel Cousteau and Fabien Cousteau will become Brand Ambassadors for Sirona Biochem and Explore Green will leverage its media, scientific and commercial contacts to broadcast our partnership's alliance and goals.
Sirona Biochem will contribute its cosmetic, pharmaceutical and scientific expertise and Sirona will become a primary scientific resource for the potential commercialization of new technologies discovered by the Cousteaus, Explore Green and their network.
“Our oceans cover more than 70% of the surface of Earth, yet we have explored less than 5% of it,” said Jean-Michel Cousteau. “The future solutions to human health and our quality of life still remain to be discovered. Sirona Biochem is working to investigate the great resources of our ocean for all mankind. I applaud their effort to learn from the ocean without taking from the ocean.”
Interest in Sirona by the Cousteaus began with a glycoprotein isolated from Antarctic fish that acts as a natural “anti-freeze.” This compound, successfully synthesized by Sirona, has widespread potential use in cosmeceuticals and perhaps pharmaceuticals. In laboratory development, the compound does not require harvesting any fish—a critical distinction due to rapid fish species depletion due to over-fishing and other human induced problems.
Goals of the collaboration also include establishing the criteria for an environmentally-friendly product accreditation by Jean-Michel and Fabien Cousteau. Sirona Biochem's anti-aging glycoprotein will be the first compound assessed using the newly developed criteria in the hopes that it will become the first Cousteau accredited-cosmetic compound in the world.
Another goal is to educate multi-national corporations, global consumers and academia that sensitive environments such as oceans and rainforests may be the greatest source of healthcare and therapeutic solutions available to the world; but the challenge is to learn from these sensitive environments without depleting their natural resources. Sirona represents a research and development leader who has accomplished this goal already.
About Jean Michel Cousteau
Explorer. Environmentalist. Educator. Film Producer. For more than four decades, Jean-Michel Cousteau has dedicated himself and his vast experience to communicate to people of all nations and generations his love and concern for our water planet.
Since first being “thrown overboard” by his father at the age of seven with newly invented SCUBA gear on his back, Jean-Michel has been exploring the ocean realm. The son of ocean explorer Jacques Cousteau, Jean-Michel has investigated the world's oceans aboard Calypso and Alcyone for much of his life. Honoring his heritage, Jean-Michel founded Ocean Futures Society in 1999 to carry on this pioneering work.
Ocean Futures Society, a non-profit marine conservation and education organization, serves as a “Voice for the Ocean” by communicating in all media the critical bond between people and the sea and the importance of wise environmental policy. As Ocean Future's spokesman, Jean-Michel serves as an impassioned diplomat for the environment, reaching out to the public through a variety of media. For more on Ocean Futures Society, go to:www.oceanfutures.org.
About Fabien Cousteau
Growing up on the decks of his famous Grandfather's ships, Calypso and Alcyone, Fabien Cousteau was destined to work at protecting our planet's immense and endangered marine habitats. Fabien champions the family legacy as third generation ocean explorer and filmmaker. He is the founder of Plant A Fish, a non-profit whose initiatives empower and educate local communities around the world to “re-plant” aquatic species of plants and animals in environmentally stressed areas to make a positive impact. For more information about Plant A Fish go to: www,plantafish.org.
About Explore Green
Explore Green™ is a worldwide resource of the leading names and creativity about the environment and exploration. We represent scientists, adventurers, eco-celebrities, climatologists and some of the top thinkers on the planet... about the planet. With the increasing fusion of entertainment, politics and the environment, Explore Green™ gives businesses, associations and groups of all kinds access to those innovators and visionaries on topics from climate change and depletion of species to meeting global resource demands and going to new heights in space and the depths of the ocean. For more information about Explore Green, go to: www.exploregreen.com.
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 visitwww.sironabiochem.com.
For more information regarding this press release, contact:
Christopher Hopton, CFO
Sirona Biochem Corp.
Phone: 604.282.6064
Email: chopton@sironabiochem.com
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