Venaxis Announces Pricing of Offering of Common Stock and Warrants
CASTLE ROCK, Colo., May 23, 2013
CASTLE ROCK, Colo., May 23, 2013 /PRNewswire/ -- Venaxis, Inc. (Nasdaq:
APPY), an in vitro diagnostic company focused on obtaining FDA clearance and
commercializing its rapid, protein biomarker-based appendicitis test, APPY1,
today announced the pricing of an underwritten public offering of 10,000,000
shares of its common stock and related warrants to purchase 3,500,000 shares
of its common stock at an exercise price of $1.36 per share at a combined
public offering price of $1.25 per share and related warrant. Venaxis has
also granted the underwriter a 30-day option to purchase up to an additional
1,500,000 shares and related warrants to purchase up to an additional 525,000
shares of common stock to cover over-allotments, if any. The shares of common
stock and warrants are immediately separable and will be issued separately in
the offering. The offering is expected to close on May 30, 2013, subject to
customary closing conditions. All of the shares and warrants in the offering
are being sold by Venaxis.
Venaxis expects to receive net proceeds from the offering of approximately
$11.1million, after deducting estimated underwriting discounts and
commissions and offering expenses. Venaxis intends to use the net proceeds
from the offering primarily for general corporate purposes, including funding
for further clinical development, seeking FDA clearance for APPY1, and for
initial commercialization of APPY1 in the U.S. and the E.U.
Piper Jaffray& Co. is acting as sole manager for the offering.
A registration statement relating to the securities being sold in this
offering was declared effective by the Securities and Exchange Commission on
May 23, 2013.The offering is being made only by means of a prospectus. A
final prospectus relating to the offering will be filed with the SEC and will
be available on the SEC's website located at www.sec.gov. Copies of the
prospectus, when available, also may be obtained from Piper Jaffray& Co., by
mail at 800 Nicollet Mall, J12S03, Minneapolis, MN 55402, by telephone at
(800) 747-3924 or by e-mail at firstname.lastname@example.org.
This press release shall not constitute an offer to sell or the solicitation
of an offer to buy these securities, nor shall there be any sale of these
securities in any state or other jurisdiction in which such offer,
solicitation, or sale would be unlawful prior to the registration or
qualification under the securities laws of any such state or other
About Venaxis, Inc.
Venaxis, Inc. is an in vitro diagnostic company focused on the clinical
development and commercialization of its rapid, protein biomarker-based
appendicitis test, APPY1. This unique appendicitis test has projected high
sensitivity and negative predictive value and is being developed to aid in the
identification of patients at low risk for acute appendicitis, allowing for
more conservative patient management. APPY1 is CE marked in Europe and is
being developed in the U.S. initially for pediatric, adolescent and young
adult patients with abdominal pain, as this population is at the highest risk
for appendicitis and has the highest risk of long-term health effects
associated with CT imaging. While FDA clearance is being sought, an initial
launch for APPY1 is ongoing in select European countries.For more
information, visit www.venaxis.com.
This press release includes "forward-looking statements" of Venaxis, Inc.
("Venaxis") as defined by the Securities and Exchange Commission ("SEC"). All
statements, other than statements of historical fact, included in this press
release that address activities, events or developments that Venaxis believes
or anticipates will or may occur in the future are forward-looking statements.
These statements are based on certain assumptions made based on experience,
expected future developments and other factors Venaxis believes are
appropriate in the circumstances. Such statements are subject to a number of
assumptions, risks and uncertainties, many of which are beyond the control of
Venaxis. Investors are cautioned that any such statements are not guarantees
of future performance. Actual results or developments may differ materially
from those projected in the forward-looking statements as a result of many
factors, including our ability to successfully complete required product
development and modifications in a timely and cost effective manner, complete
clinical trial activities for the APPY1 test required for FDA submission,
obtain FDA clearance or approval, maintain CE marking, cost effectively
manufacture and generate revenues from the APPY1 test at a profitable price
point, execute agreements required to successfully advance the company's
objectives, retain the management team to advance the products, overcome
adverse changes in market conditions and the regulatory environment, obtain
and enforce intellectual property rights, and realize value of intangible
assets. Furthermore, Venaxis does not intend (and is not obligated) to update
publicly any forward-looking statements. The contents of this press release
should be considered in conjunction with the risk factors contained in
Venaxis' recent filings with the SEC, including the Form S-1/A registration
statement filed on May 23, 2013.
SOURCE Venaxis, Inc.
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