BEVERLY, MA and TORONTO--(Marketwire - August 30, 2011) -
Hamilton Thorne Ltd. (TSX-V: HTL
) ("Hamilton Thorne" or the "Company"), a leading provider of advanced laser systems for the regenerative medicine, fertility and stem cell research markets, today announced the closing of the first tranche of its previously announced non-brokered private placement of common shares ("Common Shares") of the Company. On closing, the Company issued an aggregate of 12,469,500 Common Shares at a price of CDN$0.20 per Common Share (the "Offering Price") for aggregate gross proceeds of US$2.55 million. An aggregate of 11,980,500 Common Shares, representing aggregate gross proceeds of US$2.45 million, were issued to certain insiders of the Company. The Company may continue to accept subscriptions for up to US$450,000 at the Offering Price (approximately 2,250,000 Commons shares) until on or about September 23, 2011. All securities issued in connection with this financing are subject to a four month hold period in accordance with applicable securities laws.
Hamilton Thorne intends to use US$1.5 million of the net proceeds of these transactions to reduce the amount outstanding on the Company's bank line of credit from US$5 million to US$3.5 million. The balance will be used to fund the Company's research and development, to further enhance global distribution channels for its laser product line and for general corporate purposes.
Related Party Transactions
Pursuant to Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions ("MI 61-101"), the previously announced insider private placement subscriptions are a "related party transaction". The Company is exempt from the formal valuation requirement of MI 61-101 in connection with the private placement in reliance on section 5.5(b) of MI 61-101 as no securities of the Company are listed or quoted for trading on the Toronto Stock Exchange, the New York Stock Exchange, the American Stock Exchange, the NASDAQ stock market or any other stock exchange outside of Canada and the United States. Additionally, the Company is exempt from obtaining minority shareholder approval in connection with the private placement in reliance on section 5.7(1)(b) of MI 61-101 as, in addition to the foregoing, (i) neither the fair market value of the Common Shares nor the consideration received in respect thereof from insiders exceeds CDN$2.5 million, (ii) the Company has one or more independent directors in respect of the private placement who are not employees of the Company, and (iii) all of the independent directors have approved the private placement.
About Hamilton Thorne Ltd. (www.hamiltonthorne.com)
Hamilton Thorne provides novel solutions for Life Science that reduce cost, increase productivity as much as ten-fold, and enable research breakthroughs in regenerative medicine, stem cell research and fertility markets. The Company's new LYKOS™, Staccato™ and Stiletto™ laser systems offer significant scientific advantages in the fields of developmental biology, cancer research and advanced cell biology. Hamilton Thorne's laser products attach to standard inverted microscopes and operate as robotic micro-surgeons, enabling a wide array of scientific applications and procedures. Each member of Hamilton Thorne's family of products serves a different research purpose. By simply turning the microscope turret, researchers can have a new world of scientific capabilities at their fingertips.
Hamilton Thorne's growing customer base includes pharmaceutical companies, biotechnology companies, fertility clinics, university research centers, and other commercial and academic research establishments worldwide. Current customers include world-leading research labs such as Harvard University, MIT, Yale, McGill University, DuPont, Monsanto, Charles River Labs, Jackson Labs, Merck, Novartis, Pfizer, Oxford University, and Cambridge.
Neither the Toronto Venture Exchange, nor its regulation services provider (as that term is defined in the policies of the exchange), accepts responsibility for the adequacy or accuracy of this release.
Certain information in this press release may contain forward-looking statements. This information is based on current expectations that are subject to significant risks and uncertainties that are difficult to predict including the risk that the Company may not be able to obtain the necessary regulatory approvals. Actual results might differ materially from results suggested in any forward-looking statements. The Company assumes no obligation to update the forward-looking statements, or to update the reasons why actual results could differ from those reflected in the forward-looking statements unless and until required by securities laws applicable to the Company. Additional information identifying risks and uncertainties is contained in filings by the Company with the Canadian securities regulators, which filings are available at www.sedar.com.