Osteologix Enters into $5.3 Million Private Placement Financing Agreement

* Reuters is not responsible for the content in this press release.

Mon Mar 31, 2008 5:27pm EDT

SAN FRANCISCO--(Business Wire)--
Osteologix, Inc. (OTCBB:OLGX) today announced that it has entered
into a definitive agreement with two accredited investors pursuant to
which it has agreed to sell, in a private placement, approximately
4,030,000 shares of its common stock and warrants to purchase up to
2,015,000 shares of common stock. Gross proceeds to the Company are
expected to be approximately $5.3 million. In the purchase agreement,
Nordic Biotech Opportunity Fund K/S, an affiliate of Nordic Biotech
K/S, the Company's largest shareholder, agreed to purchase
approximately 75% of the shares and warrants that will be sold, for
gross proceeds of $4.0 million. The common stock will be sold for a
price of $1.32 per share and the warrants will have an exercise price
of $1.32 per share, with an expiration date of September 30, 2009. The
Company expects the financing to close on or about April 17, 2008,
subject to satisfaction of certain customary closing conditions. The
terms and conditions of the offering were approved by a financing
committee comprised of three independent directors which was formed by
the Company's Board of Directors in connection with the offering.

   The Company plans to use the proceeds of the private placement for
general corporate purposes including development of its
investigational drug NB S101, corporate operating expenses, working
capital and capital expenditures.

   Neither the shares of the Company's common stock nor the warrants
to be issued in connection with the private placement have been
registered under the Securities Act of 1933, as amended. Accordingly,
these securities may not be offered or sold in the United States,
except pursuant to an effective registration statement or an
applicable exemption from the registration requirements of the
Securities Act. The Company has agreed to file a registration
statement covering the resale of the shares of common stock sold in
the offering, including the shares of common stock which are issuable
upon exercise of warrants.

   This press release shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of these
securities in any state in which such offer, solicitation or sale
would be unlawful prior to the registration or qualification under the
securities laws of any such state. Any offering of the Company's
common stock under the resale registration statement will be made only
by means of a prospectus.

   About Osteologix

   Osteologix is a specialty pharmaceutical company committed to
developing innovative therapies for the treatment and prevention of
diseases of bone and joint tissues. Its lead product candidate, NB
S101, is a novel pharmaceutical agent for the treatment and prevention
of osteoporosis. In November 2007, Osteologix completed a Phase II
clinical trial of NB S101 that demonstrated the ability of NB S101 to
reduce markers of bone resorption and increase bone mineral density.
For more information please visit www.osteologix.com.

   Safe Harbor Statement:

   To the extent that statements in this press release are not
strictly historical, all such statements are forward-looking, and are
made pursuant to the safe-harbor provisions of the Private Securities
Litigation Reform Act of 1995. Forward looking statements include
statements regarding the anticipated closing of the financing
described in this press release, and statements about the potential
development of NB S101. These forward-looking statements are subject
to risks and uncertainties that could cause actual results to differ
materially from those projected or assumed in such forward-looking
statements, including, without limitation, uncertainties about the
closing of the financing, our ability to raise sufficient capital to
continue development of NB S101; our ability to reach agreement with
the United States Food & Drug Administration regarding the design of
our Phase III clinical trials for NB S101; our ability to conduct and
successfully complete clinical trials of NB S101 and obtain approval
to market this product; potential success and introduction of
competing products; effectiveness of our efforts to protect our
intellectual property rights; decisions made by holders of third party
patent rights; listing standards of national stock exchanges; general
economic conditions; changes in government regulations and
administrative procedures; changes in our business strategy;
fluctuations of interest rates and credit markets. Additional factors
that could cause actual results to differ materially are included
under the heading "Risk Factors" in Part I, Item 1A of our Annual
Report on Form 10-K. All forward-looking statements and risk factors
included in this document are made as of the date hereof, based on
information available to us as of the date hereof, and we assume no
obligation to update any forward-looking statement or risk factor. You
should consult the risk factors listed in our Annual Report on Form
10-K and from time to time in our Quarterly Reports on Form 10-Q.

Osteologix Inc.
Investor and Media Contact:
Baxter Phillips, III
Sr. Director, Corporate Development
804-754-6970

Copyright Business Wire 2008
Comments (0)
This discussion is now closed. We welcome comments on our articles for a limited period after their publication.