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ProMIS TM Neurosciences, Inc. NEWS RELEASE TSX: PMN/FOR IMMEDIATE RELEASE PROMIS NEUROSCIENCES ANNOUNCES PRIVATE PLACEMENT NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR DISSEMINATION IN THE UNITED STATES Toronto, February 23, 2016 - ProMIS Neurosciences Inc. (the “Company”) announced today that it is offering (the “Offering”) on a private placement basis up to 16,666,667 shares at a price of $0.06 per share for gross proceeds of up to CDN $1,000,000. The Company will pay finders’ fees of 7% on a portion of the proceeds of the Offering. The net proceeds are estimated at $950,000 based on gross proceeds of $1,000,000 less estimated finders’ fees of $30,000 and less estimated offering expenses of $20,000. The primary use of proceeds will be to validate and optimize the several lead programs (up to six) ProMIS is developing against different strains of Amyloid beta (AB) in Alzheimer's Disease and Down’s syndrome. The program will seek to validate that the lead products selectively bind to the neurotoxic prion, or oligomeric form of AB, which the Company believes is the target product profile for successful precision therapies in these deadly diseases. The validation, done in part with cadaveric brain tissue of patients who died with diagnosed Alzheimer's, will also be used to support and enhance ProMIS's patent estate. Approximately 62 percent of net proceeds ($590,000) will be used for research and development, including the in vitro validation program as outlined above, and the associated IP filings and support. Also included are maintenance costs associated with the Company’s existing IP portfolio; Approximately 38 percent of net proceeds ($360,000) will be used for general corporate purposes, and investor relations. All shares issued will be subject to a four month hold period from the date of issuance in accordance with applicable securities law. Closing of the Offering is subject to receipt of TSX acceptance. The Company confirms that there is no material fact or material change about the Company that has not been generally disclosed. Insiders of the Company are expected to participate in the Offering (the “Insider Participation”), which will be considered a related party transaction within the meaning of Multilateral Instrument 61-101 (“MI 61-101”). The Company intends to rely on the exemptions from the valuation and minority shareholder approval requirements of MI 61-101 contained in Sections 5.5(a) and 5.7(1)(a) of MI 61-101 in respect of such Insider Participation, which the Company expects to be approximately $110,000. 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. The securities issued, or to be issued, under the Offering have not been, and will not be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.
