TORONTO, ONTARIO and BURNABY, BRITISH COLUMBIA--(Marketwire - Sept. 25, 2012) - Insception Biosciences Inc. and Lifebank Corp. (TSX VENTURE:LBK) announced today that Insception has been successful in its bid to acquire Lifebank under its previously announced offer. A total of 10,330,941 common shares in the capital of Lifebank were validly deposited at the expiry time of the offer. Insception now owns a total of 10,330,941 common shares in the capital of Lifebank. At the time of the close of the offer, this represented approximately 91.32% of Lifebank's issued and outstanding common shares on a fully-diluted basis.
Insception has taken up these shares and payment for such deposited shares will be made on or before September 28, 2012. Insception will pay the offered consideration of $0.495 in cash per share in respect of taking up the those shares validly deposited at the expiry time of the offer.
Insception now intends to acquire all of the remaining shares by compulsory acquisition. Upon completion of the compulsory acquisition, Insception intends to de-list the Lifebank shares from the TSX Venture Exchange. Shareholders are encouraged to tender their remaining Lifebank shares to the offer as soon as possible to receive prompt payment.
Insception is the largest cord blood program in Canada, with over 39,000 cord blood units banked. Insception is a private company owned by Argosy Partners, Mount Sinai Hospital, management and its scientific founders. By continuing to partner with leading Canadian medical facilities such as Toronto's Mount Sinai Hospital, the Insception Cord Blood Program is able to provide every Canadian family with security, state of the art processing and storage, financial stability and long term professional governance. For more information, visit www.insception.com.
Started in 1996, Lifebank is a leading national company in the biomedical field based at the British Columbia Institute of Technology campus in Burnaby, British Columbia. Lifebank provides processing and cryogenic storage of umbilical cord blood stem cells for families in Canada and worldwide. With proven quality systems, Lifebank provides informed parents with the comfort that their children's cord blood stem cells are processed and stored by an experienced, professional and dedicated organization. Lifebank's website can be found at www.lifebank.com.
Certain statements made herein are forward-looking statements that involve risks and uncertainties. Often, but not always, forward looking statements can be identified by the use of words such as "plans", "expects", "expected", "scheduled", "estimates", "intends", "anticipates", 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. These forward-looking statements reflect Insceptions's and Lifebank's best judgment based on current information, factors and assumptions, and although the parties base these statements on circumstances that they believe to be reasonable when made, there can be no assurance that future events will not affect the accuracy of such forward-looking information. As such, the forward-looking statements are not guarantees of future performance or actions, and actual performance and actions may vary materially from the actions and expectations discussed in this press release.
Each of Insception and Lifebank disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise, or to explain any material difference between subsequent actual events and such forward-looking statements, except to the extent required by applicable law.
This news release does not constitute an offer to buy or an invitation to sell, or the solicitation of an offer to buy or invitation to sell, any of the securities of Lifebank. Such an offer may only be made pursuant to an offer and take-over bid circular filed with the securities regulatory authorities in Canada.
Insception has filed an offer and take-over bid circular and Lifebank has filed a directors' circular with Canadian provincial securities regulators. Investors and security holders are urged to read the offer and take-over bid circular and directors' circular regarding the proposed transaction referred to in these documents because they contain important information. Investors may obtain a free copy of the offer and take-over bid circular, directors' circular and other documents filed by Insception and Lifebank with the Canadian provincial securities regulators on Lifebank's company profile on SEDAR at www.sedar.com.
Neither the 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 release.