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File: Bi-Optic - News Release - Private Placement.DOCX

BI-OPTIC VENTURES LTD. Suite 1518, 1030 West Georgia Street Vancouver, British Columbia V6E 2Y3
NEWS RELEASE
BI-OPTIC ANNOUNCES PRIVATE PLACEMENT
December 31, 2015 - Vancouver, British Columbia - Bi-Optic Ventures Ltd. (the "Company" or "Bi-Optic") (TSXV: OP.H) is
---> pleased to announce that it has arranged a non-brokered private placement (the "Private Placement") of units (each, a
---> "Unit"), at a price of $0.05 per Unit, for gross proceeds of up to $150,000.  Each Unit consists of one common share 
--->of the Company, and one share purchase warrant entitling the holder to acquire an additional common share at a price o
--->f $0.10 per share for a period of six months, subject to acceleration in the event the Company's common shares trade a
--->t a price of $0.15 or higher.
The Private Placement is being conducted in connection with the Company's previously announced acquisition of certain 
--->LED (light-emitting diode) lighting equipment and intellectual property (the "Acquisition").  For further information 
--->concerning the Acquisition, readers are encouraged to review the Company's news release of October 7, 2015.  Additiona
--->l information regarding the Acquisition will be made available under the Company's profile on SEDAR (www.sedar.com) as
---> such information becomes available.  All securities issued in connection with the Private Placement will be subject t
--->o a four-month-and-one-day statutory hold period.
The Company also announces that it has received the conditional approval of the Canadian Securities Exchange to list i
--->ts common shares on that exchange, subject to the satisfaction of certain working capital requirements and the filing 
--->of outstanding documentation.  In connection with listing on the Canadian Securities Exchange, it is anticipated that 
--->the Company will change its name to "Arcturus Growthstar Technologies Inc."
Closing of the Acquisition and the Private Placement remains subject to a number of conditions, including the approval
---> of the Canadian Securities Exchange, the voluntarily delisting of the Company's common shares from the TSX Venture Ex
--->change, and the satisfaction of other customary closing conditions.  The Acquisition and the Private Placement cannot 
--->close until the required approvals are obtained and the Company's common shares have been delisted from the TSX Ventur
--->e Exchange.  There can be no assurance that the Acquisition or the Private Placement will be completed as proposed or 
--->at all, or that the Company's common shares will be listed and posted for trading on any stock exchange.  Trading in t
--->he Company's common shares will remain halted.
For further information, contact Michael Withrow at 604.689.2646.
On behalf of the Board,
Bi-Optic Ventures Ltd.
Michael Withrow, Director
Neither TSX Venture Exchange, nor the Canadian Securities Exchange, has in any way passed upon the merits of the propo
--->sed transaction and have neither approved nor disapproved the contents of this press release.  Neither TSX Venture Exc
--->hange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts r
--->esponsibility for the adequacy or accuracy of this release. 
This news release may include forward-looking statements that are subject to risks and uncertainties. All statements w
--->ithin, other than statements of historical fact, are to be considered forward looking.  Although the Company believes 
--->the expectations expressed in such forward-looking statements are based on reasonable assumptions, such statements are
---> not guarantees of future performance and actual results or developments may differ materially from those in forward-l
--->ooking statements.  Factors that could cause actual results to differ materially from those in forward-looking stateme
--->nts include market prices, exploitation and exploration successes, continued availability of capital and financing, an
--->d general economic, market or business conditions.  There can be no assurances that such statements will prove accurat
--->e and, therefore, readers are advised to rely on their own evaluation of such uncertainties.  We do not assume any obl
--->igation to update any forward-looking statements except as required under the applicable laws.