PharmEng International Inc.
TSX VENTURE : PII

PharmEng International Inc.

November 12, 2008 21:14 ET

PharmEng Announces Closing of Private Placement

TORONTO, ONTARIO--(Marketwire - Nov. 12, 2008) - PharmEng International Inc. (the "Company") (TSX VENTURE:PII) today announced the closing of a private placement (the "Private Placement") through the issuance of 1000 convertible debentures (the "Debentures") with an issue price of $1,000.00 per Debenture to one investor (the "Investor") for aggregate gross proceeds of $1,000,000.

Interest is payable by the Company to the Investor on the Debentures at a rate of 12% per annum (calculated on a 360-day basis) and payable monthly in arrears. The Debentures are convertible into a maximum of 4,000,000 common shares of the Company at a conversion price of $0.25 in years one and two, $0.275 in year three, $0.303 in year four, and $0.333 in year five. The Debentures are secured by a general security agreement over the assets of the Company in favour of the Investor. Certain consents and forbearances were entered into between the Company and its other existing secured creditors in respect of the issuance of the Debentures.

As part of the Private Placement, the Company also issued common share purchase warrants (the "Warrants") entitling the Investor to purchase up to 4,000,000 common shares of the Company. The Warrants are exercisable at a price of $0.25 for a period of 24 months from the closing date.

The Warrants and the common shares issuable upon the exercise of the Warrants are subject to a TSX Venture Exchange and regulatory hold period of four months in respect of securities issued to the Investor.

About PharmEng International Inc.

PharmEng International Inc., headquartered in Toronto, Canada, is a full-service consulting and contract manufacturing company that serves the pharmaceutical and biotechnology industries in North America and internationally. Consulting services include project management, engineering, GMP, validation, calibration, regulatory compliance and certified training. Contract manufacturing includes pharmaceutical support, formulation development, laboratory testing, and finished solid dosage and liquid products. PharmEng's shares trade on the TSX Venture Exchange under the symbol PII. For more information about PharmEng, please visit the Company's website at www.pharmeng.com.

FORWARD LOOKING STATEMENTS

Certain statements in this press release may include "forward-looking" statements which involve known and unknown risks, uncertainties and other factors which may cause actual results, performance or achievements of PharmEng to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. When used in this press release, such statements use such words as "may", "will", "expect", "anticipate", "project", "believe", "plan", and other similar terminology. The risks and uncertainties are detailed from time to time in reports filed by PharmEng with the securities regulatory authorities in all of the provinces and territories of Canada. New risk factors may arise from time to time and it is not possible for management to predict all of those risk factors or the extent to which any factor or combination of factors may cause actual results, performance and achievements of PharmEng to be materially different from those contained in forward-looking statements. Given these risks and uncertainties, investors should not place undue reliance on forward-looking statements as a prediction of actual results.

Contact Information

  • PharmEng International Inc.
    Charles Ivey
    Vice President
    (905) 415-3922 x 116
    Website: www.pharmeng.com