Algae Biosciences Announces Management Services Agreement
Calgary, Alberta--(Newsfile Corp. - May 23, 2013) - Algae Biosciences Corporation ("AlgaeBio" or the "Company") (TSXV: ABV) is pleased to announce that it has entered into an agreement effective May 21, 2013, with Ward Marlatte and Wayne Tinker o/a Spinnaker Ventures Limited/Spinnaker Securities Limited ("Spinnaker") of Calgary, Alberta, with respect to the provision of corporate finance and management advisory services to the Company, in regards to assisting the Company:
to complete the previously announced non-brokered private placement of up to 30,000,000 units (the "Units") at a price of $0.05 per Unit for total gross proceeds of $1,500,000 (the "Private Placement");
to identify and recruit an addition to the Board of Directors. Upon the closing of the first tranche of the Private Placement of not less than $250,000, Spinnaker will be provided the right to nominate a director candidate whom the Board of Directors of the Company agrees to appoint, subject to such nominee being of acceptable and accretive background and experience and acceptable to the regulatory authorities having jurisdiction in these matters, including the TSX Venture Exchange; and
to complete the commissioning of the Company's expanded production facilities in Holbrook AZ;
to review and extend sales and marketing programs, including current customer and markets evaluations.
About the Private Placement
The Company seeks to issue UP TO 30,000,000 units (the "Units") at a price of $0.05 per Unit for total gross proceeds of $1,500,000, under the Private Placement.
Each Unit shall consist of one (1) common share of AlgaeBio (a "Share") and one (1) full common share purchase warrant ("Warrant"). Each Warrant shall entitle the holder thereof to acquire one (1) additional Share at a price of $0.10 for a period of 60 months following the closing date(s) of the Private Placement(s) (the "Closing Date(s)").
The securities to be issued under the Private Placement have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws, and accordingly, may not be offered or sold within the United States except in compliance with the registration requirements of the U.S. Securities Act and applicable state securities requirements or pursuant to exemptions therefrom. This news release does not constitute an offer to sell or a solicitation of an offer to buy any of the Company's securities in the United States.
ABOUT SPINNAKER: Spinnaker Ventures/Securities Limited, Calgary, Alberta, is a privately held management consulting firm, lead by W. Ward Marlatte and Wayne Tinker. Spinnaker Ventures Limited provides corporate finance, strategy and execution services to clients in a variety of industries throughout North America.
ABOUT ALGAE BIOSCIENCES CORPORATION: AlgaeBio is a Canadian biotechnology company that researches, develops, and manufactures products from micro and macro algae such as nutraceuticals, food additives, and pharmaceuticals. AlgaeBio owns and operates production facilities near Holbrook, Ariz., and is listed on the TSX Venture Exchange (TSXV: ABV).
For more information:
Robert J. Thompson
Chairman of the Board
Algae Biosciences Corporation
This news release contains "forward-looking statements" within the meaning of applicable securities laws. Although the Corporation believes that the expectations reflected in its forward-looking statements are reasonable, such statements have been based on factors and assumptions concerning future events that may prove to be inaccurate. These factors and assumptions are based upon currently available information to the Corporation. Such statements are subject to known and unknown risks, uncertainties and other factors that could influence actual results or events and cause actual results or events to differ materially from those stated, anticipated or implied in the forward-looking statements. Readers are cautioned to not place undue reliance on forward-looking statements. The statements in this press release are made as of the date of this release and, except as required by applicable law, the Corporation does not undertake any obligation to publicly update or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise. The Corporation undertakes no obligation to comment on analyses, expectations or statements made by third-parties in respect of the Corporation or its financial or operating results or (as applicable), their securities.
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.
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES OF AMERICA. ANY FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF U.S. SECURITIES LAWS.