HAMILTON THORNE CLOSES FIRST TRANCHE OF UNIT PRIVATE PLACEMENT OFFERING WITH GROSS PROCEEDS OF APPROXIMATELY US$450,000
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BEVERLY, MA and TORONTO, Ontario – May 16, 2012 - Hamilton Thorne Ltd. (TSX-V: HTL) (“Hamilton Thorne” or the “Company”), a leading provider of precision laser devices and advanced image analysis systems for the fertility, stem cell and developmental biology research markets, today announced the closing of the first tranche of its previously announced non-brokered private placement offering (the “Offering”) of units (“Units”) of the Corporation. On closing, the Company issued an aggregate of 4,006,668 Units at an offering price (the “Offering Price”) of CDN$0.1125 per Unit for aggregate gross proceeds of approximately US$450,000. Each Unit consists of one common share (each, a “Common Share”) of the Company and one-half (1/2) common share purchase warrant (each, a “Warrant”). Each Warrant provides the holder the right to purchase a Common Share at CDN$0.16875 for a period of twelve months following the closing.
The Company may continue to accept subscriptions for up to approximately US$300,000 at the Offering Price (approximately 2,660,000 Units) until on or about June 8, 2012. All securities issued in connection with this financing are subject to a four month hold period in accordance with applicable securities laws.
The Company intends to use the net proceeds of the Offering to provide working capital to support its operations and future growth.
Related Party Transactions
All of the Units were purchased by certain insiders of the Company. Pursuant to Multilateral Instrument 61-101 – Protection of Minority Security Holders in Special Transactions (“MI 61-101”), such 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 TSX Venture 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 designs, manufactures and distributes precision laser devices and advanced image analysis systems for the fertility, stem cell and development biology research markets. It provides novel solutions for Life Science that reduce cost, increase productivity, improve results and enable research breakthroughs in regenerative medicine, stem cell research and fertility markets. Hamilton Thorne's laser products attach to standard inverted microscopes and operate as robotic micro-surgeons, enabling a wide array of scientific applications and IVF procedures. Its image analysis systems improve outcomes in human IVF clinics and animal breeding facilities and provide high-end toxicology analyses.
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, MIT, Yale, McGill, DuPont, Monsanto, Charles River Labs, Jackson Labs, Merck, Novartis, Pfizer, and Oxford 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, as applicable. 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.