TSO3 Completes a $10M Private PlacementJuly 7, 2005Québec City, July 7, 2005 – TSO3 Inc. (“TSO3”) (TSX: TOS) is pleased to announce the closing of its previously announced private placement on a firm underwritten basis for the purchase of 3,750,000 units at Cdn $2.00 per unit (the “Issue Price”). The Underwriters have also exercised their option to purchase an additional 1,250,000 units at the Issue Price, for total gross proceeds of Cdn $10 million. Each unit is composed of one common share and one-half warrant. Each whole warrant entitles its holder to purchase one additional common share of TSO3 at a price of Cdn $2.50 at any time until July 7, 2007.The offering was made through a syndicate of underwriters led by Canaccord Capital Corporation. The Underwriters have received broker warrants of TSO3 allowing them to subscribe 350,000 shares of TSO3 (7% of the total number of shares subscribed), at $2.18 per share, for a period of 18 months following the present date. “We are quite satisfied with this offering, which we wanted to complete under attractive terms and conditions for our current shareholders. This financing secures our financial position as we launch our first product on the market,” said Jocelyn Vézina, CEO at TSO3 Inc. “We are pleased to welcome new institutional shareholders to TSO3, and see this as a sign of interest and confidence in our company, which we greatly appreciate.” The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or applicable exemption from the registration requirements. 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 the securities in any State in which such offer, solicitation or sale would be unlawful. About TSO3 TSO3 Inc. is located in Québec City, Québec, Canada, and was founded in 1998. TSO3 currently has 48 employees, 19 of whom work exclusively in the Research and Development department. The Company’s mission is to develop and market innovative and comprehensive sterilization solutions. TSO3 has perfected an innovative sterilization process using ozone as the sterilizing agent. The first product based on this technological platform is the 125L Ozone Sterilizer, which is intended for hospital sterilization units. The 125L – named after its 125-litre/4.3-cubic-foot capacity – was designed to sterilize heat and moisture-sensitive surgical and diagnostic devices which are expensive and in high demand from the surgical suite. The ozone sterilization process is a safe, efficacious, fast and cost-effective response to evolving sterilization needs. The 125L Ozone Sterilizer by TSO3 was cleared for commercialization by Health Canada and more recently by the U.S. Food and Drug Administration (FDA). TSO3 expects the first sales in 2005. The statements in this release and oral statements made by representatives of TSO3 relating to matters that are not historical facts (including, without limitation, those regarding the timing or outcome of any financing undertaken by TSO3) are forward-looking statements that involve certain risks, uncertainties and hypotheses, including, but not limited to, general business and economic conditions, the condition of the financial markets, the ability of TSO3 to obtain financing on favourable terms and other risks and uncertainties. The TSX has neither approved nor disapproved the information contained herein and accepts no responsibility for it. NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE U.S.- 30 - Source: TSO3 Inc. Information: Caroline Côté Director, Corporate Communications and Investor Relations Phone: (418) 651-0003, Ext. 237 Email ccote@tso3.com |