BioSyntech Inc.
TSX VENTURE : BSY

BioSyntech Inc.

March 20, 2006 16:15 ET

BioSyntech Inc. Announces New Closing Date for Its Private Placement, Continuation Under the Canada Business Corporations Act And Appointment of New Chairman

LAVAL, QUEBEC--(CCNMatthews - March 20, 2006) -

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

BioSyntech Inc. ("BioSyntech" or the "Company") (TSX VENTURE:BSY) announced today the appointment of Joseph Benarrosh as Chairman of its board of directors, following the resignation of Amine Selmani, who remains as a board member. Mr. Benarrosh has been a board member of the Company since 2004.

In addition, the Board has approved the continuation of the Company under the Canada Business Corporations Act (CBCA). Under the corporate laws of our jurisdiction of incorporation, the continuation must be approved by the written consent of shareholders holding at least 50% of the Company's shares, which the Company expects to obtain shortly. This measure was taken to strengthen the statutory protection of minority shareholders.

As a result of these events, the closing of the private placement announced on February 28, 2006 will now take place on March 29, 2006.

Commenting on these events, Mr. Benarrosh said: "I wish to command Mr. Selmani, the founder of BioSyntech, for his accomplishments and his leadership. His decision to step down and facilitate the appointment of an independent chairman to enable the Company to meet the best corporate governance standards is consistent with his vision. The Company can now enter into a new chapter with its continuation under the CBCA once our financing is completed. We intend to work closely with Claude LeDuc, the President and CEO of BioSyntech in order to create the highest value for our shareholders."

Commenting on the financing, Claude LeDuc, President and Chief Executive of BioSyntech, said: "We realize that this financing involves substantial dilution for our existing shareholders. However we believe that the long-term benefits more than justify the Board's decision. Like many junior biotech companies, our progress has been severely impaired by a lack of funds. This injection of up to $15 million should provide us with the financial resources we need for the foreseeable future. It will also provide us with an institutional shareholder base and increase liquidity in our stock."

Forward Looking Statements

This press release contains forward-looking statements and information which are subject to material risks and uncertainties. Such statements are not historical facts and are based on the current expectations of management. You are cautioned that such statements are subject to a multitude of risks and uncertainties that could cause actual results, future circumstances, or events to differ materially from those projected in the forward-looking information. These risks include, but are not limited to, those associated with our capacity to finance our activities, the potential dilutive effects of any financing, the adequacy, timing, and results or our clinical trials, the regulatory approval process, competition, securing and maintaining corporate alliances, market acceptance of the Company's products, the availability of government and insurance reimbursements for the Company's products, the strength of intellectual property, the success of research and development programs, reliance on subcontractors and key personnel, and other risks and uncertainties detailed from time-to-time in our filings with the Canadian securities commissions.

Readers should not place undue reliance on the forward-looking information, given that (i) our actual results could differ materially from a conclusion, forecast or projection in the forward-looking information, and (ii) certain material factors or assumptions which were applied in drawing a conclusion or making a forecast or projection as reflected in the forward-looking information, could prove to be inaccurate. Additional information about (i) the material factors that could cause actual results to differ materially from the conclusion, forecast or projection in the forward-looking information, and (ii) the material factors or assumptions that were applied in drawing a conclusion or making a forecast or projection as reflected in the forward-looking information, is contained in the Company's annual report and other documents filed from time to time with the Canadian securities commissions which are available at www.sedar.com.

Any statements that are contained in this analysis that are not statements of historical facts may be deemed to be forward looking statements made pursuant to the safe harbour provisions of the Private Securities Litigation Reformation Act of 1995. Without limiting the foregoing, the words "believe", "anticipates", "plans", "estimates", intends", "will", "should", "expects", "projects", and similar expressions are intended to identify forward looking statements.

These statements speak only as of the date they are made, and we assume no obligation to revise such statements as a result of any event, circumstance or otherwise, except in accordance with law.

About BioSyntech

BioSyntech is a biotechnology company specializing in the discovery, development and manufacturing of innovative cost-effective and physician-friendly biotherapeutic thermogels for regenerative medicine and therapeutic delivery. BioSyntech's Quality Management System is registered to ISO 9001:2000 standard. For additional information, visit www.biosyntech.com.

The units being offered have not been, and will not be, registered under the U.S. Securities Act of 1933 and state securities laws. Accordingly, the units may not be offered or sold to U.S. persons except pursuant to applicable exemptions from registration. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful.

NO REGULATORY AUTHORITY HAS APPROVED OR DISAPPROVED THE CONTENT OF THIS RELEASE. THE TSX VENTURE EXCHANGE DOES NOT ACCEPT RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.

Contact Information

  • BioSyntech, Inc.
    Claude LeDuc
    President and CEO
    (450) 686-2437, ext. 233
    or
    The Equicom Group Inc.
    Francois Kalos
    (514) 844-6054
    fkalos@equicomgroup.com