Oxygen Biotherapeutics, Inc. Announces Private Placement Financing Agreement and Offer to Acquir...( On June 8 2009 Oxygen Biotherapeutics...),Health

On June 8, 2009, Oxygen Biotherapeutics commenced a limited offering to approximately 77 persons who hold 120,431,920 of our common stock purchase warrants to exchange the warrants for cash and restricted common stock of Oxygen Biotherapeutics. There is no minimum total number of warrants that must be offered for exchange to Oxygen Biotherapeutics by the holders. All offers for exchange must be delivered to Oxygen Biotherapeutics on or before July 9, 2009. Oxygen Biotherapeutics does not expect that it will accept for exchange more than approximately 80 million warrants due to budgetary constraints. Nevertheless, we reserve the right to accept and exchange all warrants offered, even if more than 80 million. For all but 2.7 million of the warrants we are offering to exchange for each warrant $0.04 in cash and one-half (1/2) share of restricted common stock. For the remaining 2.7 million warrants we are offering to exchange for each warrant $0.001 in cash and one-quarter (1/4) share of restricted common stock.

Caution Regarding Forward-Looking Statements

This news release contains certain forward-looking statements by Oxygen Biotherapeutics, Inc. that involve risks and uncertainties and reflect the company's judgment as of the date of this release. These statements include those referring to plans to buy back outstanding warrants and milestones for future investment by Vatea Fund. Actual events or results may differ from Oxygen Biotherapeutics's expectations. There can be no assurance that holders of outstanding warrants will agree to sell them to the company on the terms offered or that the company will achieve the milestones required to receive additional funds from Vatea Fund. Additional information concerning these and other risk factors affecting Oxygen Biotherapeutics's business can be found in the company's public report filings with the Securities and Exchange Commission, which are available on the SEC website at '/>"/>