NOT FOR DISTRIBUTION TO THE U.S. NEWSWIRE OR FOR DISSEMINATION IN THE UNITED STATES
July 13, 2012, Vancouver, Canada—iCo Therapeutics Inc. (“iCo” or “the Company”) (TSX-V: ICO) announced today that it has closed its previously announced prospectus offering of 5,675,332 units (“Units”) at a price of $0.45 per Unit for aggregate gross proceeds of $2,553,899.40 (the “Offering”). Each Unit is comprised of one common share of the Company (a “Common Share”) and one common share purchase warrant (a “Warrant”). Each Warrant entitles the holder to acquire one Common Share at a price of $0.60 per share for a period of 2 years following closing of the Offering.
The Units were issued pursuant to an agency agreement between the Company and Euro Pacific Canada Inc. (the “Agent”). The Agent appointed a soliciting dealer group of other registered dealers including Bloom Burton Co. (together with the Agent, the “Selling Group”) for the purpose of arranging the purchase of Units under the Offering. The Selling Group received a cash commission equal to 8% of the gross proceeds of the Offering and a compensation option entitling them to acquire, at a price of $0.45 per unit, up to that number of compensation units (“Compensation Units”) equal to 8% of the number of Units issued under the Offering for a period of 2 years following the closing of the Offering. Each Compensation Unit consists of one Common Share and one common share purchase warrant having substantially the same terms and conditions as the Warrants.
The securities described herein 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 press 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 iCo Therapeutics
iCo Therapeutics Inc. is a Vancouver-based reprofiling company focused on redosing or reformulating drugs with clinical history for new or expanded indications. iCo has exclusive worldwide rights to three products: iCo-007, in Phase 2 for the treatment of Diabetic Macular Edema (DME); iCo-008 (Bertilimumab), a product with Phase 2 clinical history to be developed for sight threatening diseases; and an oral Amphotericin B delivery system for life-threatening infectious diseases. Immune Pharmaceuticals licensed systemic rights to iCo-008 in June 2011. iCo trades on the TSX Venture Exchange under the symbol “ICO”. For more information, visit the Company website at: www.icotherapeutics.com.
No regulatory authority has approved or disapproved the content of this release. The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this release.
Forward Looking Statements
Certain statements included in this press release may be considered forward-looking. Such statements involve known and unknown risks, uncertainties and other factors that may cause actual results, performance or achievements to be materially different from those implied by such statements, and therefore these statements should not be read as guarantees of future performance or results. All forward-looking statements are based on iCo’s current beliefs as well as assumptions made by and information currently available to iCo and relate to, among other things, anticipated financial performance, business prospects, strategies, regulatory developments, market acceptance and future commitments. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Due to risks and uncertainties, including the risks and uncertainties identified by iCo in its public securities filings; actual events may differ materially from current expectations. iCo disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.