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Pluristem Announces Closing of 7% Senior Secured Convertible
Debenture Private Placement
Tuesday April 4, 2:23 pm ET |
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HAIFA, Israel--(BUSINESS WIRE)--April 4, 2006--Pluristem Life Systems,
Inc. (OTCBB:PLRS
- News), a
biotechnology company dedicated to the commercialization of cell therapy
products, today announced that on April 3, 2006, we closed a 7% Senior
Secured Convertible Debenture private placement for gross proceeds of
$3,000,000. We will use the net proceeds to further develop a suite of
stem cell therapy products and for working capital.
In conjunction with this financing, we issued 47,393,364 common share
purchase warrants exercisable for three years at an exercise price of
$0.075. We paid a finder's fee of 10% in cash and 9,478,672 three year
common share purchase warrants, half of which are exercisable at $0.075
and half of which are exercisable at $0.077.
The 7% Senior Secured Convertible Debentures, which mature on April 3,
2008, are convertible to common shares at the lower of 75% of the volume
weighted average trading price for the 20 days prior to issuance of a
notice of conversion by a holder of a Debenture, or, if while these
Debentures remain outstanding, we enter into one or more financing
transactions involving the issuance of common stock or securities
convertible or exercisable for common stock, the lowest transaction
price for those new transactions.
Interest accrues on the Debentures at the rate of 7% per annum, payable
semi-annually on June 30 and December 31 of each year and on conversion
and at the maturity date.
We have agreed to register the common shares issuable upon conversion of
the Debentures and exercise of the warrants.
Directors and officers of our company have also agreed not to sell any
of their shares in our company, unless purchased in the open market or
as part of certain private placements, until 6 months after the
investors' registration statement has been declared effective and to
limit the volume of their share sales thereafter.
Yossi Keret, CFO stated, "The Private Placement will enable us to
support the implementation of the strategy change we announced recently.
The market for cell-based products is enormous and we hope to become a
significant player in this exciting potential market."
The Company also announces the resignation of Doron Shorrer as the
Chairman of our board of directors and the appointment of Zami Aberman
as the Acting Chairman of our board.
Zami Aberman, President & CEO stated, "We would like to thank Doron
Shorrer for his contribution to the company. I am proud that I have been
elected to lead the strategic change of our company. I believe that
together with the management team of the company we will accomplish the
challenging task to become a significant player in the cell therapy
market."
About Pluristem:
Pluristem Life Systems, Inc. is a biotechnology company dedicated to the
commercialization of cell therapy products for the treatment of severe
blood disorders. Pluristem is discovering and developing call-based
therapeutics utilizing adult stem cells expanded in a proprietary
bio-reactor that mimics different naturally-occurring physiological
environments. Pluristem expects its first products to be cell grafts
that will provide an efficient and superior alternative to the standard
procedure of bone marrow transplantation to treat blood cancer and other
blood disorders.
Safe Harbor Statement
This press release contains statements, which may constitute
"forward-looking statements". Those statements include statements
regarding the intent, belief or current expectations of Pluristem Life
Systems, Inc., and members of our management as well as the assumptions
on which such statements are based. Forward-looking statements in this
release include statements that include Pluristem's intention to market
actual stem cell therapy products and our hope to be a significant
player in the cell therapy market. Factors which may significantly
change or prevent our forward-looking statements from fruition include
that we may be unsuccessful in developing any products; that our
technology may not be validated as we progress further and our methods
may not be accepted by the scientific community; that unforeseen
scientific difficulties develop with our process; that our patents are
not sufficient to protect essential aspects of our technology; that
competitors may invent better technology; that our products may not work
as well as hoped or worse, that our products may harm recipients; and
that we may not be able raise funds for development or working capital
when we require it. As well, our products may never develop into useful
products and even if they do, they may not be approved for sale to the
public. For further risk factors see the Company's latest 10-KSB filed
with the SEC.
For more information visit our website at
www.pluristem.com
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Contact:
Pluristem Life Systems, Inc.
Yossi Keret, ++972-54-800-8404
Yossi@pluristem.com
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