Acquisition means revenues of approximately $10-million

Antibe closes Citagenix acquisition, financing tranche

2015-10-16 07:17 ET - News Release

Mr. Dan Legault reports
ANTIBE THERAPEUTICS CLOSES STRATEGIC TRANSACTIONS
Antibe Therapeutics Inc. has completed the acquisition of an 85-per-cent interest in Citagenix Inc., a Montreal-based sales and distribution company with a focus on regenerative medicine, and a first closing of its non-brokered private placement of convertible debentures and warrants. The Citagenix acquisition and the private placement were previously announced in Antibe's news release of Oct. 6, 2015.

Antibe purchased 85 per cent of the common shares and 100 per cent of the preferred shares of Citagenix. The Citagenix share vendors have entered into lock-up agreements respecting the Antibe common shares that they received as consideration, with 25 per cent of such shares to be released today, and an additional 25 per cent to be released six months, nine months and 12 months from today's closing. Antibe has agreed to purchase the remaining common shares of Citagenix subject to that vendor clearing a personal information form (PIF) with the TSX Venture Exchange. Further information concerning the vendor of the remaining Citagenix shares will be disclosed in a subsequent news release following clearance of the PIF.

Antibe also completed today a first closing of its non-brokered private placement of senior secured convertible debentures and warrants to the Bloom Burton Healthcare Lending Trust raising gross proceeds of $1.8-million. The debentures have a term of three years, bear interest at a rate of 10 per cent per year, are convertible at the option of the holder into common shares of Antibe at a price of 22 cents per share and are secured by the assets of Antibe. Purchasers of the debentures were issued an aggregate of 3.6 million warrants to purchase common shares of Antibe. The warrants are each exercisable for the purchase of one common share of Antibe at a price of 31 cents for a period of three years. The debentures, the warrants and the underlying shares are subject to a securities law hold period expiring on Feb. 16, 2016.

For further details concerning the Citagenix acquisition and the private placement, please see Antibe's news release of Oct. 6, 2015. The Citagenix acquisition and the offering of the convertible debentures and warrants are subject to the final approval of the TSX Venture Exchange.