Response Biomedical Corp.
TSX : RBM

Response Biomedical Corp.

May 30, 2016 08:00 ET

Response Biomedical Corp. Announces Intention to Enter Into Private Placement

VANCOUVER, BRITISH COLUMBIA--(Marketwired - May 30, 2016) - Response Biomedical Corp. ("Response" or the "Company") (TSX:RBM)(OTC:RPBIF) announces it intends to enter into a private placement (the "Private Placement") of common shares of the Company for gross proceeds of up to U.S.$1,000,000.

Listing of the issuance of the common shares issued in the Private Placement will be subject to satisfying all of the requirements of the TSX. The Company intends to use the net proceeds of the Private Placement to fund operating expenses and for general working capital purposes.

The Private Placement is intended to be made on a non-brokered private placement basis, exempt from prospectus and registration requirements of applicable securities laws, though there can be no assurance that the Private Placement will close. The common shares issued pursuant to the Private Placement will be subject to resale restrictions under applicable securities laws.

The securities described herein have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and accordingly, may not be offered or sold within the United States or to "U.S. Persons", as such term is defined in Regulation S promulgated under the U.S Securities Act ("U.S. Persons") except in compliance with the registration requirements of the U.S. Securities Act and applicable state securities requirements or pursuant to exemptions therefrom. This press release does not constitute an offer to sell or a solicitation of an offer to buy any of the Company's securities in the United States or to U.S. Persons, nor shall there be any sale of these securities in any state or jurisdiction in which the offer, solicitation or sale would be unlawful.

The Company expects one insider to participate in the transaction such that the Private Placement will be a "related party transaction", as defined under Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"). The Company intends to rely on the exemptions available under MI 61-101 from the valuation and minority shareholder approval requirements.

About Response Biomedical Corp.

Response develops, manufactures and markets rapid on-site diagnostic tests for use with its RAMP® platform for clinical, biodefense and environmental applications. RAMP® represents a unique paradigm in diagnostics that provides reliable, quality results in minutes. The RAMP® platform consists of a reader and single-use disposable test cartridges and has the potential to be adapted to any other medical and non-medical immunoassay based test currently performed in laboratories. Response clinical tests are commercially available for the aid in early detection of heart attack, congestive heart failure, thromboembolism, procalcitonin, influenza A and B and RSV. In the non-clinical market, RAMP® tests are currently available for the environmental detection of West Nile Virus and Dengue Fever antigen and for Biodefense applications including the rapid on-site detection of anthrax, smallpox, ricin and botulinum toxin. Response is a publicly traded company listed on the TSX under the trading symbol "RBM" and quoted on the OTC under the symbol "RPBIF". For further information, please visit the Company's website at www.responsebio.com.

Forward-Looking Statements

This press release may contain forward-looking statements. These statements relate to future events and are subject to risks, uncertainties and assumptions about the Company. Examples of forward-looking statements in this press release include statements regarding our ability to successfully complete the Private Placement, and amount of proceeds raised in the Private Placement and the intended use of the net proceeds of the Private Placement. These statements are only predictions based on the Company's current expectations and projections about future events. Although the Company believes the expectations reflected in such forward-looking statements, and the assumptions upon which such forward-looking statements are made, are reasonable, there can be no assurance that such expectations will prove to be correct and if such expectations are not met, our business may suffer.

Readers should not place undue reliance on these statements. Actual events or results may differ materially. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the Company's actual results, events or developments to be materially different from any future results, events or developments expressed or implied by such forward-looking statements. Many factors may cause the Company's actual results to differ materially from any forward-looking statement, including the factors detailed in our filings with the Securities and Exchange Commission and Canadian securities regulatory authorities, including but not limited to our Annual Report on Form 10-K, our Quarterly Reports on Form 10-Q, our Current Reports on Form 8-K and other filings with the Securities and Exchange Commission and Canadian securities regulatory authorities. As stated in our Management's Discussion and Analysis of Financial Condition and Results of Operations filed on EDGAR (as Item 2 of our Quarterly Report on Form 10-Q) and SEDAR on May 16, 2016, without additional financing, our current cash may not be sufficient to allow us to continue as a going concern beyond the second quarter of 2016. Due to our history of losses and recent significant decreases in China product sales, if additional financing is not obtained and we do not achieve profitable operations, the outcomes of which cannot be predicted at this time, there is substantial doubt over our ability to continue as a going concern.

The forward-looking statements contained in this news release are current as of the date hereof and are qualified in their entirety by this cautionary statement. Except as expressly required by applicable securities laws, the Company does not undertake any obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise.

Contact Information

  • Response Biomedical Corp.:
    W.J. (Bill) Adams
    Chief Financial Officer
    604 456 6010
    ir@responsebio.com