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Lorus closes $6.6-million private placement


June 11, 2012

Dr. Aiping Young reports

LORUS THERAPEUTICS CLOSES $6.6 MILLION PRIVATE PLACEMENT

Lorus Therapeutics Inc. has completed its previously announced private placement of 20,625,000 units at a subscription price of 32 cents per unit, each unit consisting of one common share and one common share purchase warrant for gross proceeds to Lorus of $6.6-million.

Each warrant is exercisable for a period of 24 months from the date of issuance at an exercise price of 45 cents. If after one year the closing price of the common shares on the Toronto Stock Exchange equals or exceeds 90 cents for 20 consecutive days, then upon the company sending the holders of warrants written notice of such accelerated exercise date and issuing a news release announcing such accelerated exercise date, the warrants shall only be exercisable for a period of 30 days following the date on which such written notice is sent to holders of warrants.

PowerOne Capital Markets Limited acted as a finder in the financing and was paid a cash finder's fee equal to 6 per cent of the gross proceeds of the private placement and was issued 1,237,500 finder's warrants at an exercise price of 32 cents each. Each finder's warrant is exerciseable into units consisting of 1,237,500 common shares and 1,237,500 warrants.

The company intends to use the net proceeds of the private placement to continue development of its research programs and for general and administrative purposes.

The maximum number of common shares issuable in connection with the private placement, assuming the exercise of all warrants, including the exercise of warrants underlying the finders warrants, is 43,725,000 representing 206 per cent of the company's currently issued and outstanding common shares. Lorus has provided the Toronto Stock Exchange with written evidence that holders of more than 50 per cent of its voting securities are familiar with the terms of the private placement, and are in favour of it, in order to benefit from the exemption set forth in the rules of the Toronto Stock Exchange from the requirement to hold a special shareholders meeting to obtain this approval. This approval is necessary as the shares issuable pursuant to the private placement amount to more than 25 per cent of the number of the issued and outstanding common shares, on a non-diluted basis, prior to the date of closing of the private placement and the exercise price of the finders warrants is less than the five-day volume-weighted average share price.

"I am very pleased to announce the successful closing of this financing," said Dr. Aiping Young, president and chief executive officer. "The proceeds of this financing will provide us with the capital we require to accelerate the development of our product pipeline including our novel anti-cancer agents, LOR-253, IL17E and LOR-500."

We seek Safe Harbor.