VANCOUVER, BRITISH COLUMBIA--(Marketwired - March 13, 2014) -
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Plan of Arrangement
Carrus Capital Corporation (TSX VENTURE:CHQ) ("Carrus") today announced that it has received shareholder approval to the previously announced plan of arrangement (the "Arrangement") pursuant to which Carrus will transfer its pharmaceutical portfolio, largely consisting of but not limited to chemical assets, related technologies and associated intellectual property and patents for: certain cationic peptide molecules for the prevention of catheter-related infections and certain dermatological diseases; certain lipopeptide molecules for the treatment of serious Gram-positive bacterial infections intravenous; and dinucleotide molecules for the treatment of hepatitis-related infections, to its three wholly owned subsidiaries BioAB Strategies Ltd. ("BioAB"), BioDE Ventures Ltd. ("BioDE"), and BioHEP Technologies Ltd. ("BioHEP"), respectively, in exchange for the three subsidiaries issuing shares to the shareholders of Carrus. More specific information and definitions for the transferred portfolio can be found under Carrus' profile on the System for Electronic Document Analysis and Retrieval at www.sedar.com.
Under the terms of the Arrangement, shareholders of Carrus are entitled to receive one share of each of BioAB, BioDE, and BioHEP for every Carrus share held as of the share distribution record date, multiplied by the conversion factor (as that term is defined in the Carrus information circular dated as of February 12, 2014). As of March 13, 2014, all of Carrus' option holders are entitled to receive shares of each of BioAB, BioDE, and BioHEP upon the exercise of their Carrus options prior to the share distribution record date. At the present time, the directors of Carrus contemplate setting a share distribution record date in April 2014.
After the spinoff, Carrus will focus on investment activities in enterprises located in Canada and the United States, although investments may extend globally (including the purchase of securities listed on foreign stock exchanges).
As separate companies, BioAB, BioDE, and BioHEP will have direct access to public and private capital markets and will also evaluate and may acquire additional licensing opportunities from time to time.
Carrus, BioAB, BioDE, and BioHEP will now independently be able to establish their compensation programs in order to better attract, motivate and retain its directors, officers and employees, thereby better aligning their management and employee incentives with their respective companies' objectives and the interests of shareholders.
Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this news release.