Digirad Corporation Announces Potential Nonconvertible Preferred Stock Offering
March 12 2019 - 4:01PM
Digirad Corporation (NASDAQ: DRAD) (“Digirad”, “DRAD”, or “the
Company”) announced today that it plans to file a preliminary
registration statement on Form S-1 with the Securities and Exchange
Commission for a potential offering of nonconvertible preferred
stock. The Company is targeting a capital raise of up to $15
million. The initial use of proceeds will be for working
capital and for other general corporate purposes, including to
facilitate Digirad’s diversified holding company structure.
As disclosed in a press release issued by the
Company on September 10, 2018, Digirad’s Board of Directors
approved the conversion of Digirad into a diversified holding
company (“HoldCo”). Digirad believes that converting into a
diversified holding company with a shared services center will
create tremendous value for Digirad stockholders, both immediately
and over the long-term. As part of this new strategy, DRAD
has begun to look at acquisition opportunities, which could be
bolt-on acquisitions for its existing business, or private or
public companies that fit well with the HoldCo model.
This press release does not constitute an offer
to sell, or the solicitation of an offer to buy, any securities,
and there will be no sale of any securities in any state or
jurisdiction in which such an offer, solicitation, or purchase
would be unlawful prior to the registration or qualification of
such securities under the securities laws of any such state or
jurisdiction.
About Digirad
Digirad delivers convenient, effective, and
efficient healthcare solutions on an as needed, when needed, and
where needed basis. Digirad’s diverse portfolio of mobile
healthcare solutions and diagnostic imaging equipment and services,
provides hospitals, physician practices, and imaging centers
through the United States access to technology and services
necessary to provide exceptional patient care in the rapidly
changing healthcare environment. For more information, please
visit www.digirad.com.
Forward-Looking Statements & Use of
Non-GAAP Measures
This press release contains forward-looking
statements within the meaning of the Private Securities Litigation
Reform Act of 1995. All statements in this press release that
are not statements of historical fact are hereby identified as
“forward-looking statements” for the purpose of the safe harbor
provided by Section 27A of the Securities Act of 1933, as amended,
and Section 21E of the Securities Exchange Act of 1934, as
amended. Forward-looking Statements include, without
limitation, statements regarding (i) the plans and objectives of
management for future operations, including plans or objectives
relating to acquisitions and related integration, development of
commercially viable products, novel technologies, and modern
applicable services, (ii) projections of income (including
income/loss), earnings before interest, taxes, depreciation and
amortization (EBITDA), earnings (including earnings/loss) per
share, free cash flow (FCF), capital expenditures, cost reductions,
capital structure or other financial items, (iii) the future
financial performance of Digirad or acquisition targets and (iv)
the assumptions underlying or relating to any statement described
above. Such forward-looking statements are not meant to
predict or guarantee actual results, performance, events or
circumstances and may not be realized because they are based upon
the Company's current projections, plans, objectives, beliefs,
expectations, estimates and assumptions and are subject to a number
of risks and uncertainties and other influences, many of which the
Company has no control over. Actual results and the timing of
certain events and circumstances may differ materially from those
described above as a result of these risks and uncertainties.
Factors that may influence or contribute to the inaccuracy of
forward-looking statements or cause actual results to differ
materially from expected or desired results may include, without
limitation, the Company's inability to obtain adequate financing,
the length of time associated with servicing customers, accounts
receivable turnover, insufficient cash flows and resulting
illiquidity, the Company's inability to expand the Company's
business, government regulation, the underlying condition of the
technology support industry, the lack of product diversification,
existing or increased competition, stock volatility and
illiquidity, the Company's failure to implement the Company's
business plans or strategies, changes in macro or industry specific
business conditions, failure to keep pace with evolving
technologies and difficulties integrating technologies, unfavorable
changes in reimbursement practices, negative economic outlooks, the
Company’s inability to consummate successful acquisitions and
execute related integration, the Company’s ability to execute on
its business strategy (including any cost reduction plans), the
Company’s failure to realize expected benefits of restructuring and
cost-cutting actions, the Company’s ability to preserve and
monetize its net operating losses, the continued demand for and
market acceptance of its services. For a detailed discussion
of cautionary statements and risks that may affect the Company’s
future results of operations and financial results, please refer to
the Company’s filings with the Securities and Exchange Commission,
including, but not limited to, the risk factors in the Company’s
most recent Annual Report on Form 10-K. This press release
reflects management’s views as of the date presented.
All forward-looking statements are necessarily
only estimates of future results, and there can be no assurance
that actual results will not differ materially from expectations,
and, therefore, you are cautioned not to place undue reliance on
such statements. Further, any forward-looking statement
speaks only as of the date on which it is made, and we undertake no
obligation to update any forward-looking statement to reflect
events or circumstances after the date on which the statement is
made or to reflect the occurrence of unanticipated events.
For more
information contact: |
Jeffrey E.
Eberwein |
Chairman of the Board
of Directors |
203-489-9501 |
ir@digirad.com |
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