PARSIPPANY, N.J., Jan. 20, 2017 /PRNewswire/ -- Interpace
Diagnostics Group, Inc. (NASDAQ: IDXG)("Interpace" or the
"Company"), a company that provides clinically useful molecular
diagnostic tests and pathology services, today announced that it
has entered into a securities purchase agreement with three
institutional investors to purchase an aggregate of 855,000
shares of common stock in a registered direct offering. In a
concurrent private placement, the Company has agreed to sell to the
same investors warrants to purchase 855,000 shares of its common
stock with an exercise price of $4.69
per share. The combined purchase price for one registered
share of common stock and one warrant is $4.69. The warrants will be immediately
exercisable following the closing of the private placement and will
expire on the five-year anniversary of the date on which they
become exercisable.
The aggregate gross proceeds to the Company from the registered
direct offering and concurrent private placement are estimated to
be approximately $4.0 million before
deducting the placement agent's fee and other estimated offering
expenses. The registered direct offering and concurrent
private placement are expected to close on or about January 25, 2017, subject to customary closing
conditions.
The Company intends to use the aggregate net proceeds from the
registered direct offering and concurrent private placement for
working capital, repayment of indebtedness, including approximately
$1.028 million to be paid to five
former senior executives in satisfaction and settlement of
approximately $2.9 million in
severance obligations, and general corporate purposes.
Maxim Group LLC is acting as the exclusive placement agent for
the registered direct offering and the concurrent private
placement.
The shares of common stock described above are being
offered under the Company's shelf registration statement on Form
S-3 (No. 333-207263), including a base prospectus, previously filed
with and declared effective by the U.S. Securities and Exchange
Commission (SEC). The shares will be offered by means of a
prospectus supplement and accompanying prospectus, forming a part
of the effective registration statement. The prospectus supplement
and accompanying prospectus related to the offering will be filed
with the SEC and will be available on the website of the SEC at
http://www.sec.gov. Electronic copies of the prospectus supplement
and accompanying prospectus also may be obtained from Maxim Group
LLC, 405 Lexington Avenue, 2nd Floor, New
York, NY 10174, at 212-895-3745. Before you invest, you
should read the prospectus supplement and the accompanying
prospectus in that registration statement and other documents
Interpace has filed or will file with the SEC for more complete
information about Interpace and the offering.
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 jurisdiction in which such
offer, solicitation or sale would be unlawful prior to the
registration or qualification under the securities laws of any such
jurisdiction.
About Interpace Diagnostics Group, Inc.
Interpace provides clinically useful molecular diagnostic tests
and pathology services for evaluating risk of cancer by leveraging
the latest technology in personalized medicine for better patient
diagnosis and management. The Company currently has three
commercialized molecular tests: PancraGen®, for the evaluation of
pancreatic cysts and assessment of risk of concomitant or
subsequent cancer; ThyGenX®, for the diagnosis of thyroid cancer
from thyroid nodules utilizing a next generation sequencing assay;
and ThyraMIR®, for the diagnosis of thyroid cancer from thyroid
nodules utilizing a proprietary gene expression assay. Interpace's
mission is to provide personalized medicine through molecular
diagnostics and innovation to advance patient care based on
rigorous science.
FORWARD-LOOKING STATEMENTS:
This press release contains forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933, Section
21E of the Securities Exchange Act of 1934 and the Private
Securities Litigation Reform Act of 1995, relating to the Company's
future financial and operating performance. The Company has
attempted to identify forward looking statements by terminology
including "believes," "estimates," "anticipates," "expects,"
"plans," "projects," "intends," "potential," "may," "could,"
"might," "will," "should," "approximately" or other words that
convey uncertainty of future events or outcomes to identify these
forward-looking statements. These statements are based on current
expectations, assumptions and uncertainties involving judgments
about, among other things, future economic, competitive and market
conditions and future business decisions, all of which are
difficult or impossible to predict accurately and many of which are
beyond the Company's control. These statements also involve known
and unknown risks, uncertainties and other factors that may cause
the Company's actual results to be materially different from those
expressed or implied by any forward-looking statement. Known and
unknown risks, uncertainties and other factors include, but are not
limited to, the Company's ability to adequately finance the
business, its ability to restructure its debt and other
obligations, the market's acceptance of its molecular
diagnostic tests, its ability to secure additional business and
generate higher profit margins through sales of its molecular
diagnostic tests, in-licensing or other means, projections of
future revenues, growth, gross profit and anticipated internal rate
of return on investments and our ability to maintain our NASDAQ
listing.. Additionally, all forward-looking statements are subject
to the risk factors detailed from time to time in the Company's
periodic filings with the SEC, including without limitation, the
Annual Report on Form 10-K filed with the SEC on March 30, 2016, as amended on April 29, 2016 and June
14, 2016, and the Quarterly Report on Form 10-Q filed with
the SEC on November 17, 2016. Because
of these and other risks, uncertainties and assumptions, undue
reliance should not be placed on these forward-looking statements.
In addition, these statements speak only as of the date of this
press release and, except as may be required by law, the Company
undertakes no obligation to revise or update publicly any
forward-looking statements for any reason.
CONTACTS:
Victor Roberts
RedChip Companies
407.644.4256, ext. 111
victor@redchip.com
To view the original version on PR Newswire,
visit:http://www.prnewswire.com/news-releases/interpace-diagnostics-announces-40-million-registered-direct-offering-of-common-stock-300394233.html
SOURCE Interpace Diagnostics Group, Inc.