M Pharmaceutical Inc.
CNSX : FSE

December 02, 2014 12:29 ET

M Pharmaceutical Inc. (formerly First Sahara Energy Inc.) Announces Name Change, Glucose Self Monitoring Device Letter of Intent, Board Changes and Private Placement

VANCOUVER, BRITISH COLUMBIA--(Marketwired - Dec. 2, 2014) - M Pharmaceutical Inc., formerly First Sahara Energy Inc. ( the "Company") (CSE:FSE) announces that it has changed its name to M Pharmaceutical Inc. in conjunction with its decision to pursue interests in pharmaceuticals and biomedical devices. The Company has signed an arms-length binding letter of intent with M Diagnostics Inc., a Calgary company that holds the rights to a biomedical device that the Company will work to develop for the self monitoring of blood glucose, primarily by diabetics. This device, called the eMosquito and which was developed by the 3 shareholders of M Diagnostics Inc, Dr. Martin Mintchev, Dr. Orly Yadid-Pecht and Joseph Wang, at the University of Calgary, is being developed as a less invasive way for persons with diabetes to take blood samples for glucose level checks. The letter of intent calls for a perpetual, worldwide, exclusive license to all the rights to the eMosquito technology in return for the payment of US$ 150,000, the issuance of 8,066,770 common shares from treasury at a deemed price of $0.05 per share and a 3% royalty on the sale of any device based on the Technology.

The eMosquito is designed to be a minimally-invasive skin penetration device to be used by persons with diabetes. The objective of the eMosquito is to obtain whole blood samples by penetrating the skin to shallower depths and in less sensitive areas of the body. Persons with diabetes have traditionally used the "finger prick" method to monitor/test their blood glucose levels. The blood sample was obtained by pricking the finger tip, a highly sensitive area of the body. The eMosquito is designed to be worn like a patch with small needles designed to puncture the skin just deep enough to draw blood without damaging any nerves and causing little or no pain. The commercial development of the eMosquito will require the successful coordination and execution of a wide variety of technology disciplines.

In conjunction with this change of business focus, Dr. John Duckett retired from the board of directors, with the gratitude of the board for his efforts on behalf of the Company during his tenure, and Dr. Martin Mintchev and D. Richard Skeith, both of Calgary, Alberta have joined the board.

D. Richard Skeith received his BA(Hons) in Economics in 1975 and his law degree in 1978, both from the University of Alberta. He has practiced law in Calgary since then. He is currently a partner with a large international law firm, with a practise focused on public company matters. He is currently or has been an officer or director of various public companies in the mining, oil and gas, pharmaceutical and real estate fields.

Dr. Martin Mintchev received his combined B.Sc./M.Sc. degree in Electronics from the Technical University of Sofia, Bulgaria in 1987, and his PhD in Biomedical Engineering from the University of Alberta in Edmonton, Alberta, Canada in 1994. Presently, he is Professor of Electrical and Computer Engineering, University of Calgary, Alberta, Canada, Adjunct Professor of Surgery, University of Alberta, Edmonton, Canada, Fellow of the American Institute for Medical and Biological Engineering, member of the American Gastroenterological Association, Senior IEEE Member, and a registered Professional Engineer in the Province of Alberta, Canada.

Dr. Mintchev is the author of more than 150 peer-reviewed publications in refereed biomedical journals, books and international conferences, and of more than 15 issued or pending patents, 8 of which are licensed by major international companies. He has been an invited speaker in many universities in Canada, USA, Europe, Australia, Japan and Latin America, and a panelist in grant selection committees for the National Science Foundation (USA) and the Natural Sciences and Engineering Research Council of Canada. His citation index exceeds 1000 (excluding self-citations), with an h-index of 21 (2014).

The Company is also undertaking a non-brokered private placement of up to $750,000 by the issue of units at a price of $0.02 per unit (the "Financing"). Each unit consists of one common share and one warrant entitling the holder to acquire an additional share for 2 years from closing at a price of $0.05. Proceeds will be used for working capital.

In addition to investors that qualify under customary exemptions to the prospectus requirement under Canadian securities laws, including "accredited investors", the Financing will be available to holders of Common Shares of the Company as of December 3, 2014 ("Existing Shareholders") resident in certain Canadian jurisdictions. Existing Shareholders will be eligible to purchase Units under the Financing pursuant to the "existing security holder" prospectus exemption recently adopted in all Canadian jurisdictions other than Ontario and Newfoundland. As a result of the adoption of the new instruments, there is no longer a need for an Existing Shareholder to qualify under the "accredited investor" or other exemption in order to participate in the Financing, however Existing Shareholders who do not receive advice regarding the suitability of their investment from a registered investment advisor may not purchase more than $15,000 of securities of the Company under this exemption in any 12 month period.

In the event there is an over subscription of units, the Company reserves the right to either reject subscriptions at its discretion, allocate on a pro rata basis or increase the size of the Financing. It is anticipated that the Financing will be open until January 15, 2015.

The Company applied for and received an exemption from the private placement minimum pricing rules of the Canadian Securities Exchange. Funds from this placement shall be used for general working capital, including the review of possible acquisitions.

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