Medifocus Inc. Announces Extension of Units Offering
Medifocus Inc. Announces Extension of Units Offering
TORONTO, ONTARIO--(Marketwired - Oct 8, 2013) - Medifocus Inc.
(Medifocus) (TSX VENTURE:MFS)(OTCQX:MDFXF)
announces that, further to its August 8, 2013 press release, it has
extended its previously announced offering of units. Subject to
regulatory approval, Medifocus is offering up to $6,000,000 worth
of units (the Units) at a price of $10,000 per
Unit by way of a non-brokered private placement (the
Offering). Each Unit consists of (i) redeemable
promissory notes, bearing 8% annual interest payable on a quarterly
basis (Notes), which are convertible into common
shares (Common Shares) at a conversion price of
$0.25 per Common Share, and which are payable 36 months after the
closing of the Offering; and (ii) Common Share purchase warrants to
purchase up to one-half the number of Common Shares resulting from
such conversion (Series C Warrants). Each whole
Series C Warrant will entitle the holder to purchase one additional
Common Share at a price of $0.30 per Common Share for a period of
36 months following the completion of the Offering.
If, at any time after the date that is 12 months following the
closing of the Offering, the daily volume weighted average trading
price of the Common Shares on the TSX Venture Exchange or the OTCQX
in the United States exceeds $0.50 (or its equivalent in U.S.
dollars) for at least 20 consecutive trading days, Medifocus may at
its sole discretion, within 30 days of such occurrence, provide a
redemption notice to the holders of Notes and, if it does so,
Medifocus will redeem Notes by paying the holders thereof the
principal amount of such Notes plus any accrued but unpaid interest
on the 30th day after the redemption notice is given.
If, at any time after the date that is 12 months following the
closing of the Offering, the daily volume weighted average trading
price of the Common Shares on the TSX Venture Exchange or the OTCQX
in the United States exceeds $0.60 (or its equivalent in U.S.
dollars) for at least 20 consecutive trading days, Medifocus may,
within 30 days of such occurrence, provide an expiry acceleration
notice to the holders of Series C Warrants and, if it does so, the
Series C Warrants will, unless exercised, expire on the 30th day
after the acceleration notice is given.
Medifocus anticipates that the Offering will be completed on or
around November 15, 2013.
Medifocus may pay finder's fees equal to 9% of the gross
proceeds raised and issue non-transferable finder's warrants to
purchase up to 9% of the number of Common Shares underlying the
Units sold in the Offering. Each finder's warrant will entitle the
holder to purchase one additional Common Share at a price of $0.30
per Common Share for a period of 24 months following the completion
of the Offering.
Assuming that the aggregate gross proceed of the Offering are
$6,000,000, the net proceeds of the Offering will be used: (i) to
commercialize the Prolieve? line of business (55%); (ii) for
working capital (30%); and (iii) to continue Medifocus' pivotal
phase III clinical trials using Medifocus' Microfocus APA 1000
System for the treatment of breast cancer including all related
professional expenses (15%).
About Medifocus
Medifocus owns two fully developed technology platforms with
comprehensive United States and international patent protection:
(i) The Endo-thermotherapy Platform-a catheter-basis focused heat
technology platform that utilizes natural body openings to deliver
precise microwave thermotherapy to the diseased sites. The United
States Food and Drugs Administration (FDA)
approved Prolieve Thermodilatation System for the treatment of
Benign Prostatic Hyperplasia (BPH) was developed
based on the Endo-thermotherapy and is currently generating
revenue; and (ii) the Adaptive Phased Array (APA)
Microwave Focusing Platform, invented by the Massachusetts
Institute of Technology, licensed to Medifocus directs precisely
focused microwave energy at tumor center to induce shrinkage or
eradication of tumors without undue harm to surrounding tissue.
Medifocus' APA 1000 Breast Cancer Treatment System, developed from
the APA technology platform, has received approval from the FDA and
Health Canada to conduct the pivotal Phase III clinical trials.
Medifocus believes that these two technology platforms can provide
the design basis for the development of multiple cancer treatment
systems for surface, subsurface and deep seated localized and
regional cancers. Please visit www.medifocusinc.com,
www.prolieve.com and
http://www.facebook.com/pages/Medifocus-Inc-Company-Page/546315028715627
for more details.
Forward-Looking Statements and Information
This news release contains "forward-looking statements" and
"forward-looking information", which may not be based on historical
facts. Forward-looking statements and forward-looking information,
include, but are not limited to, information and statements with
respect the structure and the proceeds of the Offering and the
expected use of the proceeds. Forward-looking statements are
frequently characterized by words such as "plan", "expect",
"project", "intend", "believe", "anticipate", "estimate" and other
similar words, or statements that certain events or conditions
"may" or "will" occur. Forward-looking statements are based on the
opinions and estimates of management at the date the statements are
made. Such forward-looking statements and forward-looking
information involve known and unknown risks, uncertainties and
other factors that may cause the actual results events or
developments to be materially different from any future results,
events or developments expressed or implied by such forward-looking
statements or forward-looking information. These factors should be
considered carefully and readers are cautioned not to place undue
reliance on such forward-looking statements and forward-looking
information. Except as required by applicable securities laws,
Medifocus disclaims any obligation to update any such factors or to
publicly announce the results of any revisions to any of the
forward-looking statements or forward-looking information contained
herein to reflect future results, events or developments.
Neither TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in policies of the TSX Venture
Exchange) accepts responsibility for the adequacy or accuracy of
this release.