Cynapsus Therapeutics Inc.

TSX VENTURE : CTH


Cynapsus Therapeutics Inc.

July 18, 2012 13:28 ET

Cynapsus Announces Closing of Private Placement

TORONTO, ONTARIO--(Marketwire - July 18, 2012) -

NOT FOR DISTRIBUTION TO UNITED STATES NEWS SERVICES OR DISSEMINATION

Cynapsus Therapeutics Inc. (TSX VENTURE:CTH), a specialty pharmaceutical company developing an improved dosing formulation of an approved drug used to treat the symptoms of Parkinson's disease, today announced that it has closed a non-brokered private placement (the "Private Placement") of units ("Units"). Cynapsus issued an aggregate of 2,000,000 Units at a price of $0.05 per Unit raising gross proceeds of $100,000.

"This Private Placement provides us with additional capital to continue our preparations for an Investigational New Drug Application to the US FDA for a clinical BioEquivalence study," said Anthony Giovinazzo, President and Chief Executive Officer of Cynapsus. "The BEQ study is the next critical de-risking milestone that we believe will drive significant shareholder value. We have a number of important newsflow events expected in the next 60 days and look forward to updating shareholders with news of our progress."

Each Unit consists of one common share and one share purchase warrant. Each warrant entitles the holder to acquire one common share at a price of $0.10 for a period ending on the earlier of 5 years from the closing date, and a period ending 20 days after prior written notice from the Company that the closing price of its common shares on the principal stock exchange of the Company has been at least $0.15 per share for 20 consecutive trading days.

The common shares issued under the Private Placement are subject to a hold period of four months expiring on November 19, 2012.

The Company will use the proceeds of the Private Placement for working capital purposes.

Certain insiders of Cynapsus including the President and Chief Executive Officer, Chief Scientific Officer, Chief Operating Officer/Chief Financial Officer participated on the same terms in the Private Placement for an aggregate of 5% of the issued Units.

The sale of Units to these insiders constitutes a "Related Party Transaction" pursuant to the policies of the Exchange and Multilateral Instrument 61-101 ("MI 61-101"). However, the Private Placement is exempt from the formal valuation requirement and the minority shareholder approval requirement found in MI 61-101 on the basis that neither the fair market value of the Units nor the consideration paid by such insiders for Units exceeds 25% of the market capitalization of Cynapsus. A material change report in respect of the Private Placement was not filed at least 21 days in advance of the closing of the Private Placement due to the uncertainty of current market conditions.

About Cynapsus Therapeutics

Cynapsus is a specialty pharmaceutical company developing an improved dosing formulation of an approved drug used to treat the symptoms of Parkinson's disease. Over one million people in the United States and an estimated 5 million people globally suffer from Parkinson's disease. Parkinson's disease is a chronic and progressive neurodegenerative disease that impacts motor activity, and its prevalence is increasing with the aging of the population. It is estimated that between 25 percent and 50 percent of patients experience "OFF episodes" in which they have impaired movement or speaking capabilities. Current medications only control the disease's symptoms, and most drugs become less effective over time as the disease progresses.

Cynapsus' lead drug candidate, APL-130277, is an easy-to-administer, fast-acting and oral reformulation of an approved drug, apomorphine, used to rescue patients from OFF episodes. Cynapsus is focused on rapidly maximizing the value of APL-130277 by completing pivotal studies in advance of a New Drug Application expected to be submitted in 2013 or 2014. Cynapsus anticipates out-licensing to an appropriate pharmaceutical partner before such an application is submitted.

More information about Cynapsus (TSX VENTURE:CTH) is available at www.cynapsus.ca and at the System for Electronic Document Analysis and Retrieval (SEDAR) at www.sedar.com.

Forward Looking Statements

This announcement contains "forward-looking statements" within the meaning of applicable Canadian securities legislation. Generally, these forward-looking statements can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes" or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be achieved". Forward-looking statements are subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of Cynapsus to be materially different from those expressed or implied by such forward-looking statements, including but not limited to those risks and uncertainties relating to Cynapsus' business disclosed under the heading "Risk and Uncertainties" in "Management's Discussion and Analysis of Operating Results and Financial Condition" for the year ended December 31, 2011, and its other filings with the various Canadian securities regulators which are available online at www.sedar.com. Although Cynapsus has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking statements, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. Cynapsus does not undertake to update any forward-looking statements, except in accordance with applicable securities laws.

The TSX Venture Exchange Inc. has not reviewed and does not accept responsibility for the adequacy or accuracy of this press release.

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