Algae Biosciences Announces Second Amendment to its Licensing Agreement with International IP Holdings, LLC

June 27, 2012 4:30 PM EDT | Source: Algae Biosciences Corporation

Calgary, Alberta--(Newsfile Corp. - June 27, 2012) - Algae Biosciences Corporation (TSX-V: ABV) (“AlgaeBio”) announced today that it has amended its previously announced license agreement (the “License Agreement”) with International IP Holdings, LLC (“International IP”).

AlgaeBio entered into the License Agreement on November 29, 2010 and it was subsequently amended on February 4, 2011 pursuant to the First Amendment to License Agreement. The License Agreement relates to an array of specific algae strains and related media formulations and specialty bioreactor designs used to advance the efficacy of such algae strains (collectively, the “Licensed Intellectual Property”). The Licensed Intellectual Property was licensed to AlgaeBio, on a world-wide, exclusive basis by International IP. AlgaeBio was also granted an exclusive option to purchase International IP or all of its assets under the License Agreement for a purchase price equal to 15% of the average market capitalization of AlgaeBio (as determined by AlgaeBio’s listing on the TSX Venture Exchange) during the sixty (60) day period immediately preceding the date of purchase to be paid directly to the owners of International IP in the form of common shares of AlgaeBio.

On June 21, 2012 AlgaeBio and International IP entered into the Second Amendment to License Agreement whereby the purchase price for International IP or all of its assets was amended to equal exactly 10,255,463 common shares of AlgaeBio (whereby all costs related to the exercise of the option were to be paid by AlgaeBio). The Second Amendment to License Agreement also provides that AlgaeBio will pay the owners of International IP cash consideration in an amount equal to the actually computed federal and state tax liabilities imposed on the owners of International IP in connection with the sale of International IP to AlgaeBio. In the event of the purchase of all of the assets of International IP the foregoing payment will be made to International IP, with a distribution to the owners of International IP thereafter.

Any future completion of the purchase of International IP or all of its assets, and the issuance of 10,255,463 common shares of AlgaeBio in connection therewith, is subject to regulatory and shareholder approval, where applicable.

All other material terms of the License Agreement remain unchanged. For further particulars regarding the material terms of License Agreement, please refer to AlgaeBio’s press release dated April 15, 2011, which is available at www.sedar.com. A complete copy of the Second Amendment to the Licensing Agreement will be available under AlgaeBio’s profile at www.sedar.com.

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ABOUT ALGAE BIOSCIENCES CORPORATION: AlgaeBio is a Canadian biotechnology company that researches, develops, and manufactures ultra-pure products from micro and macro algae such as nutraceuticals, food additives, and pharmaceuticals. With access to algae growing conditions, exclusive aquaculture access to a brine water supply, and advanced proprietary technology, AlgaeBio produces human and animal consumable products, as well as offering advanced algae-based products and technologies for distribution. AlgaeBio owns and operates production facilities near Holbrook, Ariz., and is listed on the TSX Venture Exchange (TSX.V:ABV).

For more information:
Robert J. Thompson
Chairman of the Board
Algae Biosciences Corporation
Phone: 602.909.9728
E-mail: r.thompson@algaebio.com

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of the content of this release.

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