Life Sciences Institute Inc.
TSX VENTURE : LSN

Life Sciences Institute Inc.

March 03, 2011 18:32 ET

Life Sciences Announces Filing of Short Form Offering Document

CALGARY, ALBERTA--(Marketwire - March 3, 2011) - Life Sciences Institute Inc. ("LSN" or the "Corporation") (TSX VENTURE:LSN) is pleased to announce that it has entered into an agency agreement with Wolverton Securities Ltd. ("Wolverton") in connection with a previously announced financing (the "SFOD Offering") to be completed by way of Short Form Offering Document ("SFOD") in accordance with TSX Venture Exchange ("TSXV") policies. The SFOD Offering will consist of up to a maximum of $2,000,000 in units of the Corporation. Units are being offered at $0.10 per unit (each, a "Unit") and each Unit will be comprised of: (i) one common share in the capital of the Corporation ("Common Share") of the Corporation; (ii) one-half of one non-transferable Common Share purchase warrant (each whole warrant, a "Two Year Warrant"); and (iii) one-half of one non-transferable Common Share purchase warrant (each whole warrant, a "Three Year Warrant"). Each Two Year Warrant will entitle the holder thereof to purchase one Common Share for a period of twenty-four (24) months from the closing date at an exercise price of $0.12 per Common Share with an accelerated expiry date, subject to notice from the Corporation, of thirty (30) days from the date such notice is provided, if the Common Shares trade and if the closing price of the Common Shares on the TSXV for any fifteen (15) consecutive trading days is equal or above $0.17 per Common Share. Each Three Year Warrant will entitle the holder thereof to purchase one Common Share for a period of thirty-six (36) months from the closing date at an exercise price of $0.18 per Common Share with an accelerated expiry date, subject to notice from the Corporation, of thirty (30) days from the date such notice is provided, if the Common Shares trade and if the closing price of the Common Shares on the TSXV for any fifteen (15) consecutive trading days is equal or above $0.25 per Common Share.

Wolverton will receive a commission equal to 8.0% of the gross proceeds received by the Corporation from sales pursuant to the Offering. Wolverton will also receive an option to acquire up to that number of units ("Agent's Units") that is equal to 8.0% of the aggregate number of Units sold pursuant to the Offering, at price of $0.10 per Agent's Unit for a period of 36 months from the date of issue. Each Agent's Unit will consist of one (1) Common Share, one-half of one Two Year Warrant and one-half of one Three Year Warrant.

The net proceeds to be received by the Corporation from the SFOD Offering will be used by the Corporation primarily for the purposes of completing drilling programs and acquiring seismic and for general working capital purposes.

The filing of the Short Form Offering Document with the TSXV will occur immediately after the issuance of this press release. Once the TSXV has issued an Exchange Bulletin indicating acceptance of the SFOD, Wolverton will have sixty (60) days to market and sell the SFOD Offering.

Forward Looking Statements

Statements in this press release contain forward-looking information within the meaning of applicable securities law. Forward-looking information is frequently characterized by words such as "plan", "expect", "project", "intend", "believe", "anticipate", "estimate" and other similar words, or statements that certain events or conditions "may" or "will" occur. In particular, forward-looking information in this press release includes, without limitation, statements with respect to: timing and completion of the SFOD Offering and the approval of the TSX Venture Exchange. Readers are cautioned that assumptions used in the preparation of forward-looking information may prove to be incorrect. Although we believe that the expectations reflected in the forward-looking information are reasonable, there can be no assurance that such expectations will prove to be correct. We cannot guarantee future results, level of activity, performance or achievements. Consequently, there is no representation that the actual results achieved will be the same, in whole or in part, as those set out in the forward-looking information.

Forward-looking information is based on the opinions and estimates of management at the date the statements are made, and are subject to a variety of risks and uncertainties and other factors (many of which are beyond the control of the Corporation) that could cause actual events or results to differ materially from those anticipated in the forward-looking information. Some of the risks and other factors could cause results to differ materially from those expressed in the forward-looking information include, but are not limited to: a change in TSXV policies, general economic conditions in Canada, the United States and globally, the risks associated with the oil and gas industry, commodity prices and exchange rate changes. Readers are cautioned that this list of risk factors should not be construed as exhaustive.

The forward-looking information contained in this news release is expressly qualified by this cautionary statement. The Corporation does not undertake any obligation to update or revise any forward-looking statements to conform such information to actual results or to changes in our expectations except as otherwise required by applicable securities legislation. Readers are cautioned not to place undue reliance on forward-looking information.

The TSX Venture Exchange has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved the contents of this press release.

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 release.

Contact Information

  • Life Sciences Institute Inc.
    Robert C. Thomas
    President and Chief Executive Officer
    (403) 247-4319