Toray Industries makes $5 million strategic investment in Spectral Diagnostics
TORONTO, March 7, 2013 /CNW/ - Spectral Diagnostics Inc. (TSX: SDI) (OTC QX:
DIAGF) ("Spectral", or the "Company") today announced that it has entered into
a private placement agreement with Toray Industries, Inc. ("Toray"), pursuant
to which Toray will invest $5 million in Spectral.
Under the terms of the private placement (the "Private Placement"), the
Company will issue 16,666,667 common shares in the capital of the Company
("Common Shares") to Toray at a price of $0.30 per Common Share, for gross
proceeds of $5 million.
The net proceeds of the Private Placement will be used to continue to support
the Company's EUPHRATES clinical trial and for general corporate purposes.
Following the closing of the Private Placement, Toray's investment will
represent approximately 12.8% of the issued and outstanding Common Shares,
calculated on a non-diluted basis. Under the terms of the Private Placement,
Toray will be entitled to nominate one director to the Spectral board for as
long as it holds 10% or more of the issued and outstanding Common Shares
(calculated on a non-diluted basis).
"This strategic investment not only provides additional funds for our clinical
trial, but also strengthens the existing collaborative relationship we have
with Toray," said Anthony Businskas, Executive Vice President and CFO of
Spectral. "We will work with Toray to complete clinical research for U.S. FDA
market approval of Toraymyxin, and we will seek to further expand acceptance
of the EAA(TM)/ Toraymyxin theranostic in jurisdictions outside of Japan."
Closing of the Private Placement is subject to the approval of the Toronto
Stock Exchange and other customary closing conditions. The Private Placement
is currently expected to close at the beginning of April, 2013.
About Spectral Diagnostics
Spectral is a Phase III company seeking U.S. FDA approval for its lead
theranostics product (Toraymyxin) for the treatment of septic shock.
Toraymyxin is a therapeutic hemoperfusion device that removes endotoxin, which
can cause sepsis, from the bloodstream. Directed by the Company's Endotoxin
Activity Assay (EAA™), the only FDA-cleared diagnostic for the risk of
developing sepsis, Spectral's EUPHRATES trial is the world's first
theranostics trial in the area of sepsis.
Spectral is listed on the Toronto Stock Exchange under the symbol SDI, and on
the OTC QX under the symbol DIAGF. For more information please visit
About Toray Industries, Inc.
Toray Industries, Inc. is a Japanese-based manufacturer of fibers, textiles,
plastics, chemicals, IT related products, carbon fiber composite materials,
environmental and engineering equipment, and pharmaceutical and medical
products. In FY 2011, Toray was active in 23 countries and regions, and had
net sales of ¥1.6 trillion (approximately U.S.$19 billion). Toray
manufactures the Toraymyxin hemoperfusion device and has licensed to Spectral
the exclusive rights to this product in the United States and granted the
Company exclusive distribution rights in Canada.
Note: U.S. dollar amounts have been converted from yen at the exchange rate of
¥82.2 = U.S.$1, the approximate rate of exchange prevailing on March 31, 2012.
Information in this news release that is not current or historical factual
information may constitute forward looking information within the meaning of
securities laws. Implicit in this information, particularly in respect of the
future outlook of Spectral and anticipated events or results, are assumptions
based on beliefs of Spectral's senior management as well as information
currently available to it. While these assumptions were considered reasonable
by Spectral at the time of preparation, they may prove to be incorrect.
Readers are cautioned that actual results are subject to a number of risks and
uncertainties, including the availability of funds and resources to pursue R&D
projects, the successful and timely completion of clinical studies, the
ability of Spectral to take advantage of business opportunities in the
biomedical industry, the granting of necessary approvals by regulatory
authorities as well as general economic, market and business conditions, and
could differ materially from what is currently expected.
The TSX has not reviewed and does not accept responsibility for the adequacy
or accuracy of this statement.
Spectral Diagnostics Inc.
Anthony Businskas Executive Vice President and CFO 416-626-3233 ext. 2200
Adam Peeler Investor Relations 416-815-0700 ext. 225 firstname.lastname@example.org
SOURCE: Spectral Diagnostics
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