NOT FOR DISTRIBUTION TO UNITED STATES NEWS SERVICES OR DISSEMINATION
THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT INTENDED FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR DISSEMINATION IN THE UNITED STATES.
TORONTO, July 2, 2014 (GLOBE NEWSWIRE) -- GeneNews Limited ("GeneNews" or the "Company") (TSX:GEN) today announced that it is proposing to complete a non-brokered private placement (the "Private Placement") of up to 7,000,000 common shares ("Common Shares") from treasury at a price of $1.03 per Common Share for aggregate gross proceeds to the Company of up to $7,210,000. GeneNews will use the proceeds for general working capital purposes.
The closing of the Private Placement is expected to occur on or about July 7, 2014 or as soon as practicable after that date.
The aggregate number of common shares to be issued pursuant to the Private Placement represents approximately 15.9% of the 44,005,836 currently issued and outstanding Common Shares on a non-diluted basis.
Certain insiders of the Company have indicated their support for the Private Placement and the company expects these insiders to acquire Common Shares under the Private Placement. Any such participation would be a related party transaction under Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions ("MI 61-101") but will be exempt from the formal valuation and minority shareholder approval requirements of MI 61-101 as neither the fair market value of the subject matter of the transaction nor the consideration paid will exceed 25% of the Company's market capitalization.
The number of Common Shares potentially issuable to insiders of the Company pursuant to the Private Placement will represent not more than 10% of the Company's currently issued and outstanding Common Shares on a non-diluted basis.
The Private Placement is subject to the approval of the TSX.
About GeneNews
GeneNews is a company focused on developing and commercializing proprietary molecular diagnostic tests for the early detection of diseases and personalized health management, with a primary focus on cancer-related indications. GeneNews' first product, ColonSentry®, is the world's first blood test to assess an individual's current risk for colorectal cancer. GeneNews' common shares trade on the Toronto Stock Exchange under the symbol 'GEN'. More information on GeneNews and IDL, can be found at www.GeneNews.com and www.myinnovativelab.com.
Forward-Looking Statements
This press release contains forward-looking statements, which reflect the Company's current expectations regarding future events, including with respect to the Company's ability to raise capital and complete the Private Placement when anticipated. The forward-looking statements involve risks and uncertainties. Actual events could differ materially from those projected herein including as a result of a change in the trading price of the Common Shares, the TSX not approving the transaction, or the Company being unable to find purchasers for its Common Shares. Investors should consult the Company's ongoing quarterly filings, annual information form and annual reports for additional information on risks and uncertainties relating to these forward-looking statements. The reader is cautioned not to rely on these forward-looking statements. Subject to applicable law, the Company disclaims any obligation to update these forward-looking statements.
CONTACT: Company Contact:
James R. Howard-Tripp
Executive Chairman
Office: (905) 209-2030
jhoward-tripp@genenews.com
Investor & Media Contact:
Stephen Kilmer
Kilmer Lucas Inc.
Office: (212) 618-6347
Mobile: (905) 906-6908
stephen@kilmerlucas.com
