URIST Regenerative Med Inc.

February 03, 2016 17:09 ET

Acquisition of Securities of Antibe Therapeutics Inc.

TORONTO, ONTARIO--(Marketwired - Feb. 3, 2016) - URIST Regenerative Med Inc. (previously OCFS Oral Cranial Facial Systems Inc.) ("URM"), 66 Avenue Road, #3, Toronto, Ontario M5R 3N8, announces that it has acquired 2,857,500 common shares (each, a "Common Share") of Antibe Therapeutics Inc. ("Antibe") in a share exchange transaction pursuant to which it sold its 90 common shares in Citagenix Inc. to Antibe (the "Acquisition").

URM is controlled by the Braeside Trust (the "Trust"), its sole shareholder. Dr. Cameron Clokie and two other members of his family are trustees of the Trust. Dr. Cameron Clokie is also amember of the class of potential beneficiaries of the Trust.

Prior to the transactions described above, URM owned 7,186,341 common shares of Antibe. URM and Antibe had an agreement to complete the Acquisition upon the clearance of a personal information form with the TSX Venture Exchange. Following the Acquisition, URM currently owns 10,043,841 issued and outstanding common shares of Antibe, representing approximately 13.26% of the issued and outstanding shares of Antibe on an undiluted basis.

The transactions undertaken in connection with the Acquisition were private transactions outside of any market or other facility, and the Common Shares have been issued from treasury by Antibe to URM as consideration for the sale of URM's ownership interest in Citagenix Inc.

Pursuant to the Acquisition, the Common Shares were issued at a deemed price of C$0.20 per Common Share for aggregate consideration of C$571,500. URM acquired the Common Shares for investment purposes.

Antibe and URM had previously entered into a lock-up agreement (the "Lock-up Agreement") pursuant to which URM agreed that until the termination of the Lock-up Agreement on October 15, 2016 or by written agreement of Antibe and URM, URM would not directly or indirectly sell, transfer, assign, grant a participation interest in, option, pledge, hypothecate, grant a security interest in or otherwise convey or encumber (each, a "Transfer"), or enter into any agreement, option or other arrangement with respect to the Transfer of, 7,186,341 common shares of Antibe to any person, except as permitted under the Lock-up Agreement.

An early warning report (the "EWR") will be filed on SEDAR and will be available for review at www.sedar.com under Antibe's profile. A copy of the EWR can be obtained from the contact below.

Contact Information

  • URIST Regenerative Med Inc.
    Phone: 416-924-2424