SEOUL, KOREA--(Marketwired - Feb. 19, 2014) - ILJIN Life Science Co., Ltd. ("ILJIN Life Science") announces pursuant to National Instrument 62-103 The Early Warning System and Related Take-Over Bid and Insider Reporting Issues that it has acquired, ownership and control, through a brokered private placement subscription (the "Placement") of an aggregate of 582,135 Common shares (the "Additional Shares") at a price of US$2.7485 (C$3.038) per Additional Share and 145,533 Common share purchase warrants (the "Warrants" and together with the Additional Shares, the "Additional Securities") in the capital of Aurinia Pharmaceuticals Inc. ("Aurinia"). The Warrants are exercisable for a period of five years from the date of closing of the Placement for the purchase of Common shares of Aurinia (each, a "Warrant Share") at a price of US$3.2204 (C$3.56) per Warrant Share. The acquisition of the Additional Securities by ILJIN Life Science was part of larger placement of 18,919,404 units of Aurinia, each unit consisting of one Common share and one-quarter (0.25) of a Warrant, as described in the press release of Aurinia dated February 14, 2014.
The Common shares of Aurinia are listed on the TSX Venture Exchange, however, the Placement was an off-market transaction.
Prior to the acquisition of the Additional Securities, ILJIN Life Science along with ILJIN Semiconductor Co., Ltd. ("ILJIN Semiconductor" and together with ILJIN Life Science, "ILJIN"), a related party and joint actor of ILJIN Life Science, had ownership and control over 3,760,027 Aurinia Common shares and 422,222 Common share purchase warrants, being approximately 30.38% of the issued and outstanding Shares in the capital of Aurinia. As a result of the acquisition of the Additional Securities, ILJIN has ownership and control of an aggregate of 4,342,162 Aurinia Common shares, representing 13.88% of the issued and outstanding shares of Aurinia, and 567,755 Common share purchase warrants. In addition, in the event that the Aurinia does not reduce the size of its Board of Directors to seven directors within 90 days following closing of the Placement, an additional 0.1 Warrants will be issued for each Additional Share purchased by a ILJIN Life Science, and each other subscriber under the Placement, for every additional 90 day period delay, up to a maximum of 0.35 Warrants per Additional Share. If the Company does not obtain approval to list its Common shares on NASDAQ within 12 months following the closing of the Placement, the Company has agreed to issue an additional 0.1 Warrants for each Additional Share purchased by a ILJIN Life Science, and each other subscriber under the Placement, for every 90 day period delay, up to a maximum of 0.35 Warrants per Additional Share.
The Additional Securities were acquired by ILJIN Life Science for investment purposes. Such investment will be reviewed by ILJIN on a continuing basis and such holdings may be increased or decreased in the future. ILJIN may acquire additional Common shares of Aurinia, privately or otherwise, as the circumstances or market conditions warrant.
A Canadian dollar translation of U.S. dollar amounts is provided using the Bank of Canada closing exchange rate on February 10, 2014, the date of the closing price applicable to the price reservation form filed by Aurinia for the Offering, of C$1.00:US$0.9046.
A copy of the early warning report relating to this transaction is available under Aurinia's SEDAR profile at www.sedar.com.
For more information on ILJIN or to obtain a copy of the early warning report please contact Shin II Lee at 82-2-707-9627.
Woo Young Choi
Executive Managing Director
ILJIN Life Science Co., Ltd.ILJIN Building, 50-1
Neither the TSX Venture Exchange
nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange
) accepts responsibility for the adequacy or accuracy of this release.
FOR FURTHER INFORMATION PLEASE CONTACT:
Shin II Lee
Source: ILJIN Life Science Co., Ltd.