CTH Cotec Holdings Corp

/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE
UNITED STATES/ 


Cynapsus Therapeutics Inc. (TSX VENTURE:CTH)(OTCQX:CYNAF), a specialty
pharmaceutical company, announced today that it has filed with the securities
regulatory authorities in the Provinces of British Columbia, Alberta and
Ontario, its final short form prospectus (the "Prospectus") in connection with
an offering of common shares and warrants of Cynapsus for gross proceeds of $15
million to $25 million (the "Offering"). 


The outstanding common shares of the Corporation are listed and posted for
trading on the TSX Venture Exchange Inc. (the "Exchange" or "TSXV") under the
trading symbol "CTH" and are quoted on the OTCQX International (the "OTCQX")
under the symbol "CYNAF". On April 8, 2014, the last day on which the common
shares traded on the TSXV prior to the filing of the Prospectus, the closing
price of the common shares was $0.81. 


Offering 

The Prospectus will qualify the distribution of a minimum of 23,076,923 units
and a maximum of 38,461,538 units (each, a "Unit", and collectively, the
"Units") of the Corporation at a price of $0.65 per Unit (the "Offering Price").
Each Unit consists of one common share (a "Common Share") in the capital of the
Corporation and one common share purchase warrant (a "Warrant") of the
Corporation. The Units will immediately separate on closing into Common Shares
and Warrants. 


Each Warrant will entitle the holder to purchase one Common Share (a "Warrant
Share") at a price equal to $0.81 per Warrant Share for a period of 60 months
after the closing of the Offering, except that, subject to certain exceptions,
the Warrants will be cancelled if they are not exercised within 30 days after
prior written notice from the Corporation that the closing price of its Common
Shares on the principal stock exchange of the Corporation has been $1.95 per
Common Share for 20 consecutive trading days. 


Agency Agreement 

The Corporation has retained M Partners Inc. (the "Agent"), on a best efforts
basis, to lead the Offering. A definitive agency agreement for the Offering has
been entered into between the Corporation and the Agent in connection with the
Offering. 


The Corporation has agreed to pay to the Agent a cash commission of up to 7% of
the gross proceeds of the Offering (the "Agent's Commission"). The Corporation
has also agreed to pay the Agent a work fee (the "Work Fee") in the amount of
$65,500, plus HST, and to reimburse the Agent for certain expenses incurred in
connection with the Offering. 


The Corporation has agreed to grant the Agent non-transferrable warrants (each,
a "Broker Warrant" and collectively, the "Broker Warrants") to purchase Common
Shares up to 7% of the Units sold pursuant to the Offering. Each Broker Warrant
will entitle the holder to acquire one Common Share at a price of $0.81 per
share for a period of 60 months after closing of the Offering except that the
Broker Warrants will be cancelled if they are not exercised within 30 days after
prior written notice from the Corporation that the closing price of its Common
Shares on the principal stock exchange of the Corporation has been $1.95 per
Common Share for 20 consecutive trading days. 


Closing 

Provided that the minimum Offering is subscribed for, it is expected that the
closing of the Offering will occur on or about April 16, 2014, or such later
date as the Corporation and the Agent may agree (the "Closing Date"). The
Offering will be discontinued if the minimum Offering has not been subscribed
for on or prior to April 28, 2014, unless the Agent and each of the persons or
companies that have subscribed for Units during that period consent to a
continuation of the Offering. 


Closing of the Offering is subject to Exchange approval. The net proceeds of the
Offering will be used for to fund research and development of the Corporation's
APL-130277 drug candidate and for general working capital purposes.


December 31, 2013 Financial Statements 

The Corporation also announced today that it has re-filed the audited
consolidated financial statements and management's discussion and analysis for
the year ended December 31, 2013. The auditor's report has been amended to add
an Emphasis of Matter paragraph, and "Note 2 - Basis of Presentation and Going
Concern" has been updated. There were no other changes to the financial
statements or management's discussion and analysis.


U.S. Disclaimer 

This press release does not constitute an offer to sell or a solicitation to buy
any of the securities in the United States. The securities have not been and
will not be registered under the United States Securities Act of 1933, as
amended (the "U.S. Securities Act"), or any state securities law and may not be
offered or sold to, or for the account or benefit of, persons in the United
States or "U.S. persons", as such term is defined in Regulation S under the U.S.
Securities Act unless registered under the U.S. Securities Act and applicable
state securities laws or an exemption from such registration requirements is
available. 


The TSXV has in no way passed upon the merits of the proposed Offering and has
neither approved nor disapproved the contents of this press release. 


Neither the TSXV nor OTCQX has approved or disapproved the contents of this
press release.


About Cynapsus Therapeutics 

Cynapsus is a specialty pharmaceutical company developing a convenient and easy
to use sublingual (oral) thin film strip for the acute rescue of "off" motor
symptoms of Parkinson's disease. Cynapsus' drug candidate, APL-130277, is an
easy-to-administer, fast-acting reformulation of apomorphine, which is the only
approved drug (in the United States, Europe, Japan and other countries) to
rescue patients from "off" episodes. Cynapsus is focused on maximizing the value
of APL-130277 by completing pivotal studies in advance of a New Drug Application
("NDA") expected to be submitted in 2016. 


Over one million people in the U.S. and an estimated 4 to 6 million people
globally suffer from Parkinson's disease. Parkinson's disease is a chronic and
progressive neurodegenerative disease that impacts motor activity, and its
prevalence is increasing with the aging of the population. Based on a recent
study and the results of the Company's Global 500 Neurologists Survey, it is
estimated that between 25 percent and 50 percent of patients experience "OFF"
episodes in which they have impaired movement or speaking capabilities. Current
medications only control the disease's symptoms, and most drugs become less
effective over time as the disease progresses. 


More information about Cynapsus (TSX VENTURE:CTH)(OTCQX:CYNAF) is available at
www.cynapsus.ca and at the System for Electronic Document Analysis and Retrieval
(SEDAR) at www.sedar.com. 


Forward-Looking Statements

This announcement contains "forward-looking statements" within the meaning of
applicable securities laws. Generally, these forward-looking statements can be
identified by the use of forward-looking terminology such as "plans", "expects"
or "does not expect", "is expected", "budget", "scheduled", "estimates",
"forecasts", "intends", "anticipates" or "does not anticipate", or "believes" or
variations of such words and phrases or state that certain actions, events or
results "may", "could", "would", "might" or "will be taken", "occur" or "be
achieved". Forward-looking statements are subject to known and unknown risks,
uncertainties and other factors that may cause the actual results, level of
activity, performance or achievements of Cynapsus to be materially different
from those expressed or implied by such forward-looking statements, including
but not limited to those risks and uncertainties relating to Cynapsus' business
disclosed under the heading "Risk Factors" in its latest Annual Information Form
and its other filings with the various Canadian securities regulators which are
available online at www.sedar.com. Although Cynapsus has attempted to identify
important factors that could cause actual results to differ materially from
those contained in forward-looking statements, there may be other factors that
cause results not to be as anticipated, estimated or intended. There can be no
assurance that such statements will prove to be accurate, as actual results and
future events could differ materially from those anticipated in such statements.
Accordingly, readers should not place undue reliance on forward-looking
statements. Cynapsus does not undertake to update any forward-looking
statements, except in accordance with applicable securities laws.


FOR FURTHER INFORMATION PLEASE CONTACT: 
Cynapsus Therapeutics
Anthony Giovinazzo
President and CEO
(416) 703-2449 x225
ajg@cynapsus.ca


Cynapsus Therapeutics
Andrew Williams
COO & CFO
(416) 703-2449 x253
awilliams@cynapsus.ca
www.cynapsus.ca

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