Re: OXFV-after hours news!
Oxford Ventures, Inc. Signs Definitive Merger Agreement to Acquire ULURU Inc.; Completes $13 million Convertible Debenture Offering; Enters $30 Million Standby Equity Distribution Agreement
October 12, 2005 16:04:01 (ET)
MESA, Ariz., Oct 12, 2005 (BUSINESS WIRE) -- Oxford Ventures, Inc. (OTC Bulletin Board : OXFV.OB)("Oxford"
today announced that it has signed a definitive merger agreement to acquire ULURU Inc. ("ULURU"
, a private Delaware company that focuses on advanced topical delivery of pharmaceutical agents. Separately, today ULURU announced the acquisition of the topical product assets of Access Pharmaceuticals, Inc. in a transaction valued at up to $20.7 million. Attached to this press release is a copy of the ULURU press release announcing the acquisition of the topical product assets.
Under the terms of the merger agreement, ULURU will become a wholly owned subsidiary of Oxford on the terms previously disclosed in our Form 8K filling with the Securities and Exchange Commission on September 13, 2005. In conjunction with the proposed acquisition, Oxford completed two financing transactions with an investor group including Highgate House Funds, Ltd. and Cornell Capital Partners LP. In the first transaction, Oxford has received a commitment for the sale of $15 million of secured convertible debentures, of which $13 million has been funded with the balance to be received upon the effectiveness of a registration statement filed with the Securities and Exchange Commission allowing for the resale of shares issued in connection with a Standby Equity Distribution Agreement. In the second financing, Oxford entered into a Standby Equity Distribution Agreement for up to $30 million.
Commenting on the recent developments, Daniel Leonard, President & CEO of Oxford, stated, "We have evaluated numerous opportunities for the company and believe that this series of transactions gives our shareholders the best opportunity to maximize returns. ULURU offers exciting potential as it has a developing revenue base and technologies from which significant product opportunities may be developed."