Adaltis Inc.
TSX : ADS

Adaltis Inc.

March 27, 2008 23:32 ET

Adaltis Announces $14.9 Million Rights Offering to Shareholders

Signs Stand-by Purchase Agreement with Key Strategic Shareholders for $10.0 million

MONTREAL, QUEBEC--(Marketwire - March 27, 2008) - NOT FOR DISTRIBUTION TO UNITED STATES NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES.

Adaltis Inc. (TSX:ADS), an international in vitro diagnostic (IVD) company, today announced that it intends to file a preliminary short form prospectus in each of the provinces of Canada for a $14.9 million rights offering to its shareholders.

Under the terms of the rights offering, shareholders of Adaltis resident in Canada and eligible shareholders in other jurisdictions (collectively, the "Eligible Shareholders") as of a record date which is yet to be determined, will receive rights to subscribe for common shares of Adaltis. One and a half (1.5) rights will entitle Eligible Shareholders to purchase one common share of Adaltis at $0.32 (the "Subscription Price"). The Subscription Price represents a 25% discount off the volume weighted average price of Adaltis' common shares on the Toronto Stock Exchange during the five (5) trading days immediately preceding this announcement. Application will be made to list the rights for trading on the Toronto Stock Exchange. The rights will be exercisable for at least 21 days following the date of mailing of the final prospectus.

The rights offering is subject to regulatory approval, including that of the Toronto Stock Exchange.

Net proceeds from the rights offering will be used for working capital, including repayment of certain bank debt, and general operating purposes.

In connection with the rights offering, Adaltis has entered into a stand-by purchase agreement with Power Technology Investment Corporation ("PTIC"), a subsidiary of Power Corporation of Canada, and TNG Capital Inc. ("TNG"). Under this agreement, PTIC and TNG have each agreed, subject to certain terms and conditions, to subscribe at the Subscription Price for up to, but not exceeding, $8,640,000 and $1,360,000 (the "Committed Amount"), respectively, of common shares of Adaltis not otherwise subscribed for under the rights offering. In consideration for entering into the stand-by purchase agreement, each of PTIC and TNG will receive a fee from Adaltis payable in common shares of Adaltis, the number of such common shares to be equal to 3% of the applicable Committed Amount of PTIC and TNG, divided by the Subscription Price.

No placement agent was used for this transaction.

"In line with our strategy to focus on China and emerging markets, we are pleased about the continued support of our key strategic shareholders. The announced sale of certain of our assets in Italy and Germany, which allows us to initiate a significant streamlining of our operations in Europe, and the ongoing consolidation of our operations in China will result in an important reduction of our expenses. This financing transaction will provide Adaltis with resources to continue to invest in our expansion in China and other emerging markets," said Mr. Pierre Larochelle, President and Chief Executive Officer of Adaltis Inc.

TNG Capital Inc., a holding company owned by the wife of Mr. Richard Renaud, a member of the Board of Directors of the Corporation, is an insider of the Corporation. TNG and Mr. Renaud personally currently own 2,719,481 common shares of Adaltis (representing 3.9% of the common shares currently outstanding). Assuming that TNG is called upon to make the maximum subscription provided for in the stand-by purchase agreement, TNG and Mr. Renaud personally will own 7,096,981 common shares of Adaltis (representing 6.0 % of the common shares outstanding following the rights offering).

This press release is not an offer to sell nor the solicitation of an offer to buy any securities of the Corporation.

THE SECURITIES WILL NOT BE REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933 (THE "1933 ACT") AND MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES ABSENT REGISTRATION UNDER OR AN APPLICABLE EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE 1933 ACT.

About Adaltis

Adaltis is an international in vitro diagnostic company that develops, manufactures and markets diagnostic systems. It aims to leverage its experience in Europe to become a leading provider of in vitro diagnostic products in emerging markets, with a particular focus on China.

With the assistance of its two strategic shareholders, CITIC Pacific Limited (a large Hong Kong-based conglomerate) and Picchio Pharma Inc. (a joint venture healthcare investment firm owned by FMRC Family Trust (a trust of which Dr. Francesco Bellini is a beneficiary), and Power Technology Investment Corporation, a subsidiary of Power Corporation of Canada), Adaltis has completed building its manufacturing facility in Shanghai. Now operational, the production facility manufactures high-quality products in a low-cost GMP environment, in order to service existing markets in Europe, while providing a platform to penetrate the high-growth Chinese in vitro diagnostic market.

Adaltis is headquartered in Montreal, with offices in China, Hong Kong, Italy, Germany and Mexico.

Caution Concerning Forward-Looking Statements

We caution you that certain statements made in this press release, including in particular statements relating to the final terms and successful closings of the financing transactions, as well as the use of proceeds are, or are likely to be, forward-looking statements. The Corporation cautions that, by their nature, forward-looking statements involve risk and uncertainty and the Corporation's actual actions or results could differ materially from those expressed or implied in such forward-looking statements. The forward-looking statements contained in this press release represent the expectations of Adaltis Inc. and its subsidiaries as at the date hereof and accordingly are subject to change after such date. However, Adaltis Inc. and its subsidiaries expressly disclaim any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable law.

For additional information with respect to the risks and uncertainties and other factors that could cause the results or events predicted in these forward-looking statements to differ materially from actual results or events, please refer to the Annual Information Form of the Corporation filed with the Canadian securities commissions.

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