Med BioGene Inc.
TSX VENTURE : MBI

Med BioGene Inc.

August 07, 2008 12:14 ET

Med BioGene Completes First Tranche of Financing

VANCOUVER, BRITISH COLUMBIA--(Marketwire - Aug. 7, 2008) -

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Med BioGene Inc. (TSX VENTURE:MBI), a life science company focused on the development and commercialization of genomic-based diagnostic tests for cancer and cardiovascular disease, is pleased to announce that it has completed the first tranche of its previously announced public offering (the "Offering") by way of short form prospectus through the issuance of 10,699,667 units (the "Units") at a price of $0.15 per unit for gross proceeds of $1.6 million. MBI anticipates completing the second and final tranche of the Offering in early September 2008. A copy of the short form prospectus can be found at www.sedar.com.

Each Unit consists of one common share (each, a "Common Share") and one-half of one transferable Common Share purchase warrant (each, a "Warrant"). Each whole Warrant is exercisable into one additional Common Share at an exercise price of $0.20 for a period of 24 months; provided that, if over a period of 20 consecutive trading days after the closing date and until the expiry of the Warrants, the daily volume weighted average trading price of the Common Shares on the TSX Venture Exchange, or such other stock exchange where the majority of the trading volume occurs, exceeds $0.40 on each of those 20 consecutive days, MBI may give notice in writing to the Warrant holders within 30 days of such an occurrence that the Warrants shall expire on the 30th day following the giving of such notice unless exercised by the holders prior to such date.

PI Financial Corp. ("PI") acted as the agent for the Offering and received a commission equal to 7.5% of the gross proceeds of the Offering in connection with the sale of the Units, excluding sales made to certain purchasers designated by MBI in which case MBI paid a commission equal to 2.5% of the gross proceeds of the sale of the Units to such purchasers. MBI also granted to PI that number of options equal to 7.5% of the number of Units sold under the Offering (the "Compensation Options"), excluding sales made to certain purchasers designated by MBI in which case MBI has granted to PI that number of Compensation Options equal to 2.5% of the Units sold to such purchasers. Each Compensation Option will entitle PI to acquire one Common Share at the Offering Price at any time until that date which is 24 months after the closing date.

MBI will use the net proceeds of the Offering to advance their product pipeline and for general corporate purposes.

About Med BioGene

MBI is a life science company focused on the development and commercialization of genomic-based clinical laboratory diagnostic and prognostic tests for cancer and cardiovascular disease. MBI develops these tests by identifying the genes, known as "biomarkers", which indicate the presence of disease. The development of these tests is the first step towards personalized medicine and will assist in replacing the conventional "one drug fits all" approach to disease management.

MBI's lead products are LungExpress Dx™, a gene expression-based prognostic test for lung cancer, and LymphExpress Dx™, a gene expression-based diagnostic and prognostic test for lymphoma.

Certain statements in this press release contain forward-looking information under applicable Canadian securities legislation. Words such as "anticipates", "believes", "estimates", "expects", "intends", "may", "plans", "projects", "will", "would" and similar expressions are intended to identify forward-looking information, although not all forward-looking information contains these identifying words. Forward looking information includes, but is not limited to, that with respect to future profits, future product revenues, future operations and plans, the use of proceeds from financings, the timing of clinical trials and the completion date for clinical trials and the prospects for negotiating partnerships or collaborations and their timing. This forward-looking information is only a prediction based upon MBI's current expectations, and actual events or results may differ materially. MBI may not actually achieve the plans, intentions or expectations disclosed in its forward-looking information. Forward-looking information is subject to known and unknown risks and uncertainties and is based on uncertain assumptions that could cause MBI's actual results and the timing of events to differ materially from those anticipated in such forward-looking information. You are cautioned not to place undue reliance on this forward-looking information, which speaks only as of the date of this press release. MBI's forward-looking information does not reflect the potential impact of any future partnerships, collaborations, acquisitions, mergers, dispositions, joint ventures or investments that MBI may make. All forward-looking information is qualified in its entirety by this cautionary statement and MBI undertakes no obligation to revise or update any forward-looking information as a result of new information, future events or otherwise after the date of this press release, other than as required by applicable law.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the securities in the United States. The securities 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 U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this release.

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