Hail First Pharma Inc.
Hail First Pharma Inc.: Hail First Pharma Submits Revised Offer to Spencer Pharmaceuticals
Hail First Pharma Inc. / Key word(s): Miscellaneous Hail First Pharma Submits Revised Offer to Spencer Pharmaceuticals Dubai – UAE – June 22, 2011 – Hail First Pharma Inc. (Frankfurt: 499A) Announced today that it has submitted a revised offer to Spencer Pharmaceuticals Inc. According to the revised offer, Hail First Pharma will acquire 100% of the technologies developed by Spencer Pharmaceuticals (the ‘assets’) including the drug delivery technologies and its applications for two hundred and fifty million (‘$250,000,000 US’) and one percent (‘1%’) royalty up to two hundred and eighty million Euro (‘EUR280,000,000’). The payment of two hundred and fifty million (‘$250,000,000 USD’) will be paid with the issuance of a secured convertible debenture of equal value, having a five (‘5’) year term and paying a six (‘6 %’) interest. The interest will be paid quarterly. The quarterly payment will be three million, seven hundred and fifty thousand (‘$3,750,000 USD’) payable four hundred thousand (‘$400,000 USD’) cash and three million three hundred and fifty thousand (‘$3,750,000 USD’) in shares of Hail First Pharma. Floor price provision of eight (‘EUR8.00) per share, providing if the price of the shares fall below this amount, the interest payment due shall accrue and be payable at the end of the term. The convertible debenture is convertible into eighteen million (‘18,000,000’) shares of Hail First Pharma at a price of ten (‘EUR10.00) per share. The convertible debenture has a forced conversion, upon the shares of Hail First Pharma trading at twelve (‘EUR12.00) Euro per share or more for twenty (’20’) consecutive trading days. The debenture is secured by the Assets of the company including the short-term notes/ cash equivalent of fifty million Euro (‘EUR50,000,000) and long-term note held of one hundred and fifty million Euro (‘EUR150,000,000) as well as the assets of Spencer Pharmaceuticals being acquired. Hail First Pharma will also grant a one percent (‘1 %’) royalty payment to Spencer Pharmaceuticals Inc. to a maximum of two hundred and eighty million Euro (‘EUR280,000,000). Hail First Pharma may advance funding to Spencer Pharmaceutical to fund ongoing operations and research until such time as the transaction is closed. The revised offer is valid until midnight June 24, 2011. About Hail First Pharma Hail First Pharma is a pharmaceutical company specializing in acquiring, licensing and distributing of diabetic drugs, drug delivery technology, nutritional products and medical equipment. Important Information End of Corporate News 24.06.2011 Dissemination of a Corporate News, transmitted by DGAP – a company of EquityStory AG. The issuer is solely responsible for the content of this announcement. DGAP’s Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases. Media archive at www.dgap-medientreff.de and www.dgap.de |
129633 24.06.2011 |