Miraculins Inc.
TSX VENTURE : MOM

Miraculins Inc.

February 09, 2010 09:50 ET

Miraculins Announces Private Placement Offering

WINNIPEG, MANITOBA--(Marketwire - Feb. 9, 2010) - Miraculins Inc. (TSX VENTURE:MOM), a medical diagnostic company focused on developing and commercializing diagnostic tests for unmet clinical needs, today announces a non-brokered private placement offering (the "Offering") of up to 7,150,000 units ("Units") at a price of $0.07 per Unit for gross proceeds of up to $500,500. Each Unit will be comprised of one common share of the Company (a "Share") and one Share purchase warrant (a "Warrant"). Each Warrant will entitle the holder to purchase one Share at a price of $0.10 per Share for a period of 12 months from the date the Warrant is issued. The Warrant is callable, at the option of the Company, in the event its Shares trade at or above $0.14 per Share for any 20 out of 30 consecutive trading days.

Certain persons may assist the Company by introducing potential subscribers for the Offering and, subject to compliance with applicable legislation, will be entitled to receive a finder's fee, payable in cash and share purchase warrants, as permitted by law.

The net proceeds of the Offering will be used for the Company's research and development program and for working capital purposes.

The Offering is subject to receipt of all necessary approvals, including the approval of the TSX Venture Exchange.

About Miraculins Inc.

Miraculins is a medical diagnostic development company focused on non-invasive tests for unmet clinical needs. Miraculins is bridging the gap between commercially available diagnostic tests and research conducted at leading research institutions around the world.

Caution Regarding Forward-Looking Information

Certain statements contained in this press release constitute forward-looking information within the meaning of applicable Canadian provincial securities legislation (collectively, "forward-looking statements"). These forward-looking statements relate to, among other things, our objectives, goals, targets, strategies, intentions, plans, beliefs, estimates and outlook, including, without limitation, our anticipated future operating results, and can, in some cases, be identified by the use of words such as "believe," "anticipate," "expect," "intend," "plan," "will," "may" and other similar expressions. In addition, any statements that refer to expectations, projections or other characterizations of future events or circumstances are forward-looking statements.

These statements reflect management's current beliefs and are based on information currently available to management. Certain material factors or assumptions are applied in making forward-looking statements, and actual results may differ materially from those expressed or implied in such statements. Important factors that could cause actual results to differ materially from these expectations include, among other things: Miraculins' early stage of development, lack of product revenues and history of operating losses, uncertainties related to clinical trials and product development, rapid technological change, uncertainties related to forecasts, competition, potential product liability, additional financing requirements and access to capital, unproven markets, supply of raw materials, income tax matters, management of growth, partnerships for development and commercialization of technology, effects of insurers' willingness to pay for products, system failures, dependence on key personnel, foreign currency risk, risks related to regulatory matters and risks related to intellectual property and other risks detailed from time to time in Miraculins' filings with Canadian securities regulatory authorities, as well as Miraculins' ability to anticipate and manage the risks associated with the foregoing. Additional information about these factors and about the material factors or assumptions underlying such forward-looking statements may be found in the body of this news release. Miraculins cautions that the foregoing list of important factors that may affect future results is not exhaustive. When relying on Miraculins' forward-looking statements to make decisions with respect to Miraculins investors and others should carefully consider the foregoing factors and other uncertainties and potential events.

These risks and uncertainties should be considered carefully and prospective investors should not place undue reliance on the forward-looking statements. Although the forward-looking statements contained in this press release are based upon what management believes to be reasonable assumptions, Miraculins cannot provide assurance that actual results will be consistent with these forward-looking statements. Miraculins undertakes no obligation to update or revise any forward-looking statement.

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

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