Genesis Bioventures Reports Corporate Update; Merger With Corgenix Medical Corporation Has Been Terminated
NEW YORK, NY, Jan. 18 /PRNewswire-FirstCall/ -- Genesis Bioventures, Inc. ("GBI") today reported that the previously announced merger with Corgenix Medical Corporation (OTCBB:CONX) ("Corgenix") has been terminated. Corgenix notified the Company that its board of directors had voted to exercise its right to terminate the Merger Agreement (the "Agreement") under section 14.1(e). The termination of the Agreement is not a breach by either party and GBI remains in a cordial and collaborative relationship with Corgenix.
As previously reported, GBI entered into an agreement with Resources Development International Group SAK ("RDIG") pursuant to which RDIG would act as distributor for an offering to raise a minimum of $6 million (all amounts are set forth in US dollars) with respect to the merger related financing. This minimum amount was a condition to the merger and is no longer necessary. It is anticipated that any funds now raised would be available to GBI without any conditions of merger.
GBI has also been approached by other investment banking firms. The termination of the Agreement with Corgenix allows any funds raised to be available to GBI without having to expend merger related costs and may make funding more readily accessible to the Company. GBI now also has the flexibility to raise funds in tranches with terms resulting in less dilution to current shareholder positions. A loan to the Company, including interest, in the amount of approximately $958,000 has been agreed to by the parties to be converted into shares of GBI. GBI is also actively pursuing other opportunities to reduce or eliminate its debt.
Greg McCartney, CEO of GBI, stated, "GBI's main focus has always been the development of the MSA and we remain determined to further the technology in the most beneficial manner to the Company and its shareholders. Raising funds for this purpose may be facilitated without the conditions and risks associated with the merger. Upon completion of funding, we will be in a position to drive our efforts on all technology fronts to commercialization."
The Company intends to pursue the previously announced Cooperation Agreement with Efoora, Inc., whereby GBI could explore collaborations with Efoora through its subsidiary, Virotek, LLC with respect to developing the MSA technology. GBI is also exploring the possibility of working with Corgenix through a specific product development agreement. GBI would not be required to allocate funds for such product development as initial costs incurred by GBI would be deferred against the advance given to Corgenix by GBI as a condition of the original definitive agreement between the two companies.
GBI has signed a letter of intent to acquire the remaining holdings of Prion Developmental Laboratories, Inc. ("PDL") and make it a wholly-owned subsidiary. PDL is engaged in the development of diagnostics that detect prion diseases such as Mad Cow Disease. Management believes that 100% ownership of PDL's technology in diagnostic test development would contribute significantly to the value of the Company. Terms of a definitive agreement will be released if and when they are determined.
About Genesis Bioventures, Inc.
Genesis Bioventures, Inc. (GBI) is a biomedical development corporation focusing on the development and marketing of novel diagnostics. GBI's wholly owned subsidiary, Biomedical Diagnostics, LLC, specializes in the development of cancer diagnostics. The first product commercially available is the MSA as a screen for breast cancer risk. Further information on testing can be found on GBI's website. In addition, the Company has an equity interest in Prion Developmental Laboratories, Inc., (PDL) which specializes in the development of diagnostic tests to detect prion disease. PDL received United States Department of Agriculture (USDA) approval for its Chronic Wasting Disease (CWD) strip test. CWD is similar to Mad Cow Disease but affects deer and elk.
About Corgenix
Corgenix is a leader in the development and manufacturing of anti-Phospholipid test kits, being the first on the market with an FDA cleared assay for anti-Cardiolipin (aCL). The Company is based in metropolitan Denver and is focused on the development of specialized diagnostic kits for immunology disorders, vascular diseases and bone and joint disorders. Corgenix diagnostic products are commercialized for use in clinical laboratories throughout the world. More information is available at http://www.corgenixonline.com/.
Statements in this press release that are not strictly historical facts are "forward looking" statements (identified by the words "believe", "estimate", "project", "expect" or similar expressions) within the meaning of the Private Securities Litigation Reform Act of 1995. These statements inherently involve risks and uncertainties that could cause actual results to differ materially from the forward-looking statements. Factors that would cause or contribute to such differences include, but are not limited to, continued acceptance of the Company's products and services in the marketplace, competitive factors, changes in the regulatory environment, and other risks detailed in the Company's periodic report filings with the Securities and Exchange Commission. The statements in this press release are made as of today, based upon information currently known to management, and the company does not undertake any obligation to publicly update or revise any forward-looking statements.
CONTACT: GBI Investor Relations, (604) 542-0820, gbi@gnsbio.com, http://www.gnsbio.com/ Aurelius Consulting Group, 800-644-6297, info@aurcg.com, http://www.runonideas.com/ de Jong & Associates, (760) 943-9065, ron@dejong.org, http://www.dejong.org/
Genesis Bioventures, Inc.CONTACT: GBI Investor Relations, (604) 542-0820,gbi@gnsbio.com, http://www.gnsbio.com/; Aurelius Consulting Group, (800) 644-6297,info@aurcg.com, http://www.runonideas.com/; de Jong & Associates, (760) 943-9065,ron@dejong.org, http://www.dejong.org/