VANCOUVER, BRITISH COLUMBIA--(Marketwire - Nov. 2, 2010) - Med BioGene Inc. (TSX VENTURE:MBI) today provided an update on its previously announced proposed United States initial public offering of common shares (the "U.S. IPO") and efforts in evaluating strategic options to maximize shareholder value.
MBI engaged Rodman & Renshaw, LLC, a New York City-based investment banking firm, to act as lead underwriter in connection with MBI's proposed U.S. IPO and concurrent listing of its common shares on The NASDAQ Capital Market and Toronto Stock Exchange. MBI subsequently filed a registration statement on Form F-1 with the United States Securities and Exchange Commission, and a preliminary short form prospectus with the British Columbia, Alberta and Ontario Securities Commissions, in connection with the proposed U.S. IPO.
Due to unfavourable and deteriorating market conditions since the commencement of marketing of the U.S. IPO, especially pertaining to small capitalization companies, MBI has so far been unable to complete the offering. While a number of investment funds are currently undertaking due diligence on MBI for the purpose of considering an investment in the U.S. IPO, or in a structured private financing, there can be no assurances that a financing will be completed.
As a result of the challenging market conditions, MBI has taken steps to reduce costs to preserve its remaining cash, including reducing the number of employees and consultants, and has been evaluating strategic alternatives to maximize shareholder value. Such alternatives include, but are not limited to, sale of company assets, partnering or other collaboration agreements, a merger or sale of MBI or an orderly winding-down of the company. The board of directors of MBI has established a special committee of the board, comprised of Dr. Heiner Dreismann (Chairman) and Dennis Grimaud, to, among other things, review from the point of view of the best interests of MBI and its shareholders any proposed transaction.
MBI currently has negative working capital and estimates that it has enough cash-on-hand to continue with current operations for approximately 60 to 90 days; however, there are no assurances that MBI will be able to avoid payment of certain outstanding payables and, as a result, such timeline may be significantly reduced.
MBI does not intend to disclose developments with respect to this process unless and until the evaluation of financings and strategic alternatives has been completed or the board of directors has approved a specific transaction.
Resignation of Directors
MBI also today announced a reduction of its board of directors from eight members to four. The directors continuing with MBI are Erinn B. Broshko, Dr. Heiner Dreismann, Dennis L. Grimaud and Kevin K. Rooney. Bruce G. Cousins, Hector MacKay-Dunn, Dr. Michael R. Hayden and Dr. John H. Rayson have resigned as directors.
About Med BioGene
MBI is a life science company focused on the development and commercialization of genomic-based personalized clinical laboratory diagnostic tests. MBI is committed to advancing personalized medicine by commercializing tests that provide clinically relevant information to improve patient treatment and reduce health care costs. For more information, please visit www.medbiogene.com.
Certain statements in this press release contain forward-looking information and statements ("forward-looking statements") under applicable Canadian and United States securities legislation. Words such as "anticipates," "believes," "estimates," "expects," "intends," "may," "plans," "projects," "will," "would" and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Forward looking statements include, but are not limited to, that with respect to the timing, completion and/or results of clinical trials or studies, future profits, future product revenues, future operations and plans, the completion and use of proceeds from financings and the prospects for negotiating partnerships or collaborations and their timing. These forward-looking statements are 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 statements. Forward-looking statements are subject to known and unknown risks and uncertainties and are 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 these forward-looking statements, which speak only as of the date of this press release. MBI's forward-looking statements do not reflect the potential impact of any future partnerships, collaborations, acquisitions, mergers, dispositions, joint ventures or investments that MBI may make. All forward-looking statements are qualified in their entirety by this cautionary statement and MBI undertakes no obligation to revise or update any forward-looking statements as a result of new information, future events or otherwise after the date of this press release, other than as required by applicable law.
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