Ondine Biomedical Inc.

Ondine Biomedical Inc.

December 29, 2010 08:04 ET

Ondine Completes Private Placement Equity Financing

VANCOUVER, BRITISH COLUMBIA--(Marketwire - Dec. 29, 2010) -


Ondine Biomedical Inc. (TSX:OBP) (AIM:OBP) (the "Company") a medical technology company developing photodisinfection based products today announced it has completed a non-brokered private placement (the "Placement") by issuing 1,027,000 Units at $0.65 each for aggregate gross proceeds of C$0.67 million to qualified investors pursuant to applicable exemptions.

Each Private Placement Unit consists of one common share of the Company and one share purchase warrant (a "Warrant") entitling the holder to acquire one common share of the Company at an exercise price of $0.75 until June 24, 2012. Accordingly, the Company issued 1,027,000 common shares and 1,027,000 Warrants and has, subsequent to closing, 9,573,267 common shares issued and outstanding (the "Enlarged Share Capital"). An application has been made for the 1,027,000 common shares issued to be admitted to trading on AIM ("Admission"), and Admission is expected to occur on or about December 31, 2010. The common shares issued and the common shares issuable on exercise of the Warrants are subject to a regulatory hold period in Canada expiring April 25, 2011.

The funds raised will be used for the continued research and development of the Company's platform photodisinfection technology products, including the Company's MRSAid™ nasal decolonization system, its in situ endotracheal tube disinfection system, as well as for working capital and general corporate purposes.

Ondine's Chairman and CEO, Ms. Carolyn Cross, participated in the Placement, purchasing 170,000 Units (16.55% of the total units subscribed for in the Placement). Ms. Cross, members of her immediate family and the Courthill Foundation, a charitable foundation in which Ms. Cross is a director, have a beneficial interest in an aggregate of 1,584,741 common shares, which represents 16.55% of the Enlarged Share Capital immediately following the closing of the Placement (19.91% assuming exercise of 400,606 warrants held by Ms. Cross).

Ms. Margaret Shaw, a director of the Company, participated in the Placement, purchasing 77,000 Units (7.5% of the total units subscribed for in the Placement). Ms. Shaw has a beneficial interest in 115,862 commons shares (1.21%) of the Enlarged Share Capital.

Another insider of the Company participated in the Placement by purchasing 10,000 Units (0.97% of the total units subscribed for in the Placement).

The total number of voting rights attached to the Enlarged Share Capital on the basis of one vote per common share is 9,573,267. This voting rights figure may be used by shareholders of the Company as the denominator for the calculations by which they will determine whether they are required to notify their interests in, or a change to their interest in, the Company under the Disclosure and Transparency Rules of the Financial Security Authority (FSA) in the United Kingdom.

This press release does not constitute an offer to sell or a solicitation of an offer to sell any of the securities in the United States. The securities have not been and will not be registered under the U.S. Securities Act or any state securities laws and may not be offered or sold within the United States unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.

About Ondine Biomedical Inc.

Ondine is developing non-antibiotic therapies for the treatment of a broad spectrum of bacterial, fungal and viral infections. The Company is focused on developing leading edge products utilizing its patented light-activated technology, primarily for the Hospital Acquired Infection market. Photodisinfection provides broad-spectrum antimicrobial efficacy without encouraging the formation and spread of antibiotic resistance. The Company is headquartered in Vancouver, British Columbia, Canada, with a research and development laboratory in Bothell, Washington, USA. For additional information, please visit the Company's website at: www.ondinebio.com.

Forward-Looking Statements:

Certain statements contained in this release containing words like "believe", "intend", "may", "expect" and other similar expressions, are forward-looking statements that involve a number of risks and uncertainties. Factors that could cause actual results to differ materially from those projected in the Company's forward-looking statements include the following: market acceptance of our technologies and products; our ability to obtain financing; our financial and technical resources relative to those of our competitors; our ability to keep up with rapid technological change; government regulation of our technologies; our ability to enforce our intellectual property rights and protect our proprietary technologies; the ability to obtain and develop partnership opportunities; the timing of commercial product launches; the ability to achieve key technical milestones in key products and other risk factors identified from time to time in the Company's public filings.

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

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