OccuLogix Secures Additional Bridge Loan
28 Juillet 2008 - 2:15PM
Marketwired
TORONTO, ONTARIO (NASDAQ: OCCX) announced today that it has
secured an additional bridge loan in an aggregate principal amount
of U.S.$3,403,500 from a number of private parties (the "Additional
Bridge Loan"). U.S.$2,893,500 of the principal amount of the
Additional Bridge Loan will be advanced by certain of the investors
who had agreed to purchase shares of the Company's common stock in
the proposed private placement of U.S.$5,076,500 of the Company's
common stock, first announced on May 20, 2008. The Company has
agreed to reduce the dollar amounts of these investors' respective
commitments in the private placement by the principal amount of the
Additional Bridge Loan that each of them will be advancing to the
Company. OccuLogix now expects the gross aggregate proceeds of the
private placement to be U.S.$2,173,000.
The Company anticipates the funding of the Additional Bridge
Loan to be complete on or about July 31, 2008. The proceeds of the
Additional Bridge Loan will be used for general corporate purposes
of the Company and OcuSense, Inc. ("OcuSense"), in which OccuLogix
currently holds a majority ownership interest (50.1% on a fully
diluted basis and 57.62% on an issued and outstanding basis).
The Additional Bridge Loan will constitute an increase to the
principal amount of the U.S.$3,300,000 principal amount bridge loan
of the Company that is currently outstanding (the "Original Bridge
Loan"). The Original Bridge Loan was advanced in two
tranches-U.S.$3,000,000 of the principal amount was advanced on
February 19, 2008, and U.S.$300,000 of the principal amount was
advanced on May 5, 2008. The Additional Bridge Loan will be
advanced on substantially the same terms and conditions as the
Original Bridge Loan, pursuant to a further amendment to the
amended loan agreement governing the Original Bridge Loan.
The Additional Bridge Loan will bear interest at a rate of 12%
per annum and will have the same maturity date as the Original
Bridge Loan. Like the repayment of the Original Bridge Loan, the
repayment of the Additional Bridge Loan will be secured by a pledge
by the Company of its majority ownership interest in OcuSense.
Under the terms of the loan agreement that governs the Original
Bridge Loan, OccuLogix has two pre-payment options available to it,
should it decide to not wait until the maturity date to repay the
loan. The Company has declared its intention to exercise one of
these pre-payment options and proposes to repay the Original Bridge
Loan in full by issuing to the lenders shares of its common stock,
in an aggregate amount equal to the amount of outstanding principal
and accrued interest, at a 15% discount to the price paid by the
private placement investors. The Company will be obligated to, and
intends to, pre-pay the Additional Bridge Loan in the same manner.
The pre-payment of the Original Bridge Loan and the Additional Loan
Agreement will entail the issuance of a minimum of 78,864,705
shares of OccuLogix's common stock, for which stockholder and
regulatory approval will be required.
As previously announced, on May 20, 2008, OccuLogix filed a
preliminary proxy statement to solicit the proxies of its
stockholders for a number of proposed transactions, including,
among others, the pre-payment of the Original Bridge Loan in the
above-described manner, the acquisition by OccuLogix of the
minority ownership interest in OcuSense that it does not already
own and the private placement. The Company's preliminary proxy
statement is currently the subject of review by the U.S. Securities
and Exchange Commission (the "SEC"). The Company intends to file a
revised preliminary proxy statement with the SEC during the coming
days in order to address SEC comments. In addition, the revised
preliminary proxy statement will reflect the consequences of the
Additional Bridge Loan and the resulting changes to the terms of
the proposed private placement, and certain other consequential
changes, as well as modifications resulting from the Company's
recent restatements of certain of its historical financial
statements. Following the completion of the SEC's review, the
Company will file and mail its final proxy statement.
The securities to be offered in the private placement, the
OcuSense acquisition transaction and the pre-payment of the
Additional Bridge Loan and the Original Bridge Loan have not been
registered under the Securities Act of 1933, as amended (the "Act")
or any state securities laws or qualified under any Canadian
provincial or territorial securities laws, and may not be offered
or sold in the United States absent registration, or an applicable
exemption from registration, under the Act and applicable state
securities laws or in Canada absent a valid prospectus, or an
applicable exemption from the prospectus requirements, under
applicable provincial and territorial securities laws.
About OccuLogix, Inc.
OccuLogix (www.occulogix.com) is a healthcare company focused on
ophthalmic devices for the diagnosis and treatment of age-related
eye diseases.
About OcuSense, Inc.
OcuSense (www.ocusense.com) is an ophthalmic device company
developing and commercializing novel, laboratory-on-a-card
technologies that enable eye care practitioners to test for highly
sensitive and specific biomarkers in tears at the
point-of-care.
Forward-Looking Statements
This press release may contain forward-looking statements. These
statements relate to future events and are subject to risks,
uncertainties and assumptions about the Company. These statements
are only predictions based on our current expectations and
projections about future events. You should not place undue
reliance on these statements. Actual events or results may differ
materially. Many factors may cause our actual results to differ
materially from any forward-looking statement, including the
factors detailed in our filings with the Securities and Exchange
Commission and Canadian securities regulatory authorities,
including but not limited to our Forms 10-K and 10-Q. We do not
undertake to update any forward-looking statements.
Contacts: OccuLogix, Inc. William G. Dumencu (905) 602-0887,
ext. 3910 Email: bill.dumencu@occulogix.com Website:
www.occulogix.com
Occulogix (MM) (NASDAQ:OCCX)
Graphique Historique de l'Action
De Mai 2024 à Juin 2024
Occulogix (MM) (NASDAQ:OCCX)
Graphique Historique de l'Action
De Juin 2023 à Juin 2024