Interpace Biosciences, Inc. (Nasdaq: IDXG) (“Interpace” or the
“Company”), a leader in leveraging molecular diagnostics and other
platforms for the benefit of patients and supporting pharmaceutical
development, today announced that it has entered into an agreement
for a new Series B Preferred Stock investment of $20 million,
consisting of $19 million from 1315 Capital and an additional $1
million from Ampersand Capital Partners (“Ampersand”), an existing
investor in the Company. 1315 Capital and Ampersand are two leading
private equity firms investing in laboratory services. The new
Series B Preferred Stock investment will be convertible into common
stock at a conversion price of $0.60 (prior to the reverse stock
split). In addition, Ampersand will exchange its existing $27
million of Series A Preferred Stock with a conversion price of
$0.80 for newly issued Series B Preferred Stock in consideration of
eliminating all past and future accrued dividends and all
anti-dilution price adjustments. The Series B Preferred Stock will
not accrue dividends or have anti-dilution price adjustments.
“We believe 1315 Capital will be, and Ampersand
will continue to be, great partners for Interpace. This $20 million
investment strengthens our capacity to grow and pursue
acquisitions,” said Jack Stover, President and CEO of Interpace.
“This is a clear vote of confidence in Interpace and its diagnostic
and pharma solutions businesses,” added Mr. Stover.
“We are excited to invest in Interpace
Biosciences at this important time as the Company expands its
presence in two high growth sectors of the laboratory services
market,” said Adele Oliva, Managing Partner and co-founder of 1315
Capital. “We are pleased to renew our support of Interpace and
partner with 1315 Capital as a significant co-investor.” said Herb
Hooper, Managing Partner of Ampersand.
The transaction is subject to customary closing conditions.
Reverse Stock Split
Interpace also announced that it intends to
effect a one-for-ten reverse stock split effective coincident with
the closing of the new Series B Preferred Stock investment. The
Company expects the reverse stock split to be effective within one
week and will make another announcement at that time.
This announcement of the proposed reverse stock
split follows the Company’s special meeting of stockholders on
December 13, 2019, at which the stockholders approved an amendment
to the Company’s certificate of incorporation to implement a
reverse split of its common stock. The reverse stock split is
intended to increase the per share trading price of Interpace’s
common stock to satisfy the minimum bid price requirement for
continued listing on The Nasdaq Capital Market.
“We believe this proposed change in capital
structure can benefit our stockholders and make our stock more
attractive to institutional and other investors,” stated Mr.
Stover.
About Interpace Biosciences
Interpace Biosciences is a leader in enabling
personalized medicine, offering specialized services along the
therapeutic value chain from early diagnosis and prognostic
planning to targeted therapeutic applications.
Interpace Diagnostics, a subsidiary of Interpace
Biosciences, is a fully integrated commercial and bioinformatics
business unit that provides clinically useful molecular diagnostic
tests, bioinformatics and pathology services for evaluating risk of
cancer by leveraging the latest technology in personalized medicine
for improved patient diagnosis and management. Interpace has four
commercialized molecular tests and one test in a clinical
evaluation process; PancraGEN® for the diagnosis and prognosis of
pancreatic cancer from pancreatic cysts; ThyGeNEXT® for the
diagnosis of thyroid cancer from thyroid nodules utilizing a next
generation sequencing assay; ThyraMIR® for the diagnosis of thyroid
cancer from thyroid nodules utilizing a proprietary gene expression
assay; and RespriDX® that differentiates lung cancer of primary vs.
metastatic origin. In addition, BarreGEN® for Barrett’s Esophagus,
is currently in a clinical evaluation program whereby we gather
information from physicians using BarreGEN® to assist us in
positioning the product for full launch, partnering and potentially
supporting reimbursement with payers.
Interpace Pharma Solutions, a subsidiary of
Interpace Biosciences, provides pharmacogenomics testing,
genotyping, biorepository and other customized services to the
pharmaceutical and biotech industries. The biopharma business also
advances personalized medicine by partnering with pharmaceutical,
academic, and technology leaders to effectively integrate
pharmacogenomics into their drug development and clinical trial
programs with the goals of delivering safer, more effective drugs
to market more quickly, and improving patient care.
For more information, please visit Interpace Biosciences’
website at www.interpace.com.
About 1315 Capital
1315 Capital provides expansion and growth
capital to commercial-stage medical technology, healthcare
services, and specialty therapeutics companies. 1315 Capital
leverages experienced investors and proven operating teams to work
alongside portfolio company management to rapidly grow platform
companies into high value businesses that positively impact
patients, physicians, and the broader healthcare system. For more
information, visit www.1315capital.com.
About Ampersand Capital Partners
Founded in 1988, Ampersand is a middle market
private equity firm dedicated to growth-oriented investments in the
healthcare sector. With offices in Boston, MA and Amsterdam,
Netherlands, Ampersand leverages a unique blend of private equity
and operating experience to build value and drive superior
long-term performance alongside its portfolio company management
teams. Ampersand has helped build numerous market-leading companies
across each of its core healthcare sectors, including Avista Pharma
Solutions, Brammer Bio, Confluent Medical, Genewiz, Genoptix,
Talecris Biotherapeutics, and Viracor-IBT Laboratories. Additional
information about Ampersand is available at
www.ampersandcapital.com.
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.
Additionally, all forward-looking statements are subject to the
“Risk Factors” detailed from time to time in the Company's most
recent Annual Report on Form 10-K and Current Report on Form 8-K
filed September 20, 2019. 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:Investor Relations - Edison
GroupJoseph Green(646) 653-7030jgreen@edisongroup.com
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