Precipio Provides Clarification To Recent S-1 Filing
January 15 2020 - 7:30AM
The management team of Specialty diagnostics company Precipio, Inc.
(NASDAQ: PRPO), would like to provide several clarification points
related to the recent S-1 that was filed yesterday, on January 14,
2020:
- Yesterday’s filing was
only for the registration (not sale) of the final tranche of the
$10M equity line financing vehicle facilitated by Lincoln Park
Capital. This $10M equity line transaction was previously announced
in the company’s 8-K filing on September 7, 2018 and approved by
shareholders on December 20, 2018.
- In order to utilize the
equity line, the company is required to register all shares in
advance. Regulatory limitations on the number of shares the company
can register relative to the number of shares outstanding require
that these shares be registered in tranches. The shares under the
$10M equity line facility were registered as follows:
-
- Tranche 1: Approximately
466,000 shares were registered on September 14, 2018
- Tranche 2: Approximately 1,000,000
shares were registered on February 1, 2019
- Tranche 3: Approximately 1,800,000
shares were registered on August 9, 2019
- Tranche 4: The balance of
approximately 920,000 shares were registered on January 14,
2020
- The S-1 registration
statement in itself does NOT trigger any transaction, sale, or
purchase of shares. This is merely a form filed with the SEC to
register these shares so that the company, at its sole discretion,
can decide in the future to utilize the equity line.
- The registration of the
shares does NOT allocate them to the fund administering the vehicle
(Lincoln Park). At all times and until the equity line is utilized
by the company, the registered shares remain unissued and under the
control of the company. They will only be sold to Lincoln Park once
the company has decided to draw down on the equity line.
- Neither this registration
statement, nor the equity line itself permit the selling of large
volumes of company stock on a given day. As an example, within the
structure of the equity line, under a “regular purchase” Precipio
is limited to selling 30,000 shares per day. Consequently, Lincoln
Park is limited to the same number of shares on a daily basis.
- When the company decides
to utilize the equity line, it initiates a transaction whereby
shares are transferred to Lincoln Park; and in return, Lincoln Park
provides equivalent market value in cash to the company.
The equity line is, in management’s opinion, one
of the least expensive (and therefore least dilutive) vehicles
available among the various capital market structures. The company
has sole discretion and control over the frequency, amount, and
timing of the utilization of the equity line, thereby eliminating
much of the downward pressure that frequently accompanies publicly
marketed offerings.
About Precipio
Precipio has built a platform designed to
eradicate the problem of misdiagnosis by harnessing the intellect,
expertise and technology developed within academic institutions and
delivering quality diagnostic information to physicians and their
patients worldwide. Through its collaborations with world-class
academic institutions specializing in cancer research, diagnostics
and treatment such as the Yale School of Medicine, Harvard’s
Dana-Farber Cancer Institute and the University of Pennsylvania,
Precipio offers a new standard of diagnostic accuracy enabling the
highest level of patient care. For more information, please visit
www.precipiodx.com.
Forward-Looking Statements
Certain statements in this press release
constitute “forward-looking statements,” within the meaning of
federal securities laws, including statements related to ICP
technology, including financial projections related thereto and
potential market opportunity, plans and prospects and other
statements containing the words “anticipate,” “intend,” “may,”
“plan,” “predict,” “will,” “would,” “could,” “should,” and similar
expressions, constitute forward-looking statements within the
meaning of The Private Securities Litigation Reform Act of 1995.
The Company’s actual results could differ materially from those
anticipated in these forward-looking statements as a result of
various factors. Factors that could cause future results to
materially differ from the recent results or those projected in
forward-looking statements include the known risks, uncertainties
and other factors described in the Company’s definitive proxy
statement filed on May 29, 2018, the Company’s Quarterly Report on
Form 10-Q for the quarter ended September 30, 2019 and on the
Annual Report on Form 10-K for the year ended December 31, 2018 as
well as the Company’s prior filings and from time to time in the
Company’s subsequent filings with the Securities and Exchange
Commission. Any change in such factors, risks and uncertainties may
cause the actual results, events and performance to differ
materially from those referred to in such statements. All
information in this press release is as of the date of the release
and the Company does not undertake any duty to update this
information, including any forward-looking statements, unless
required by law.
Inquiries:
investors@precipiodx.com
+1-203-787-7888 Ext. 523
Precipio (NASDAQ:PRPO)
Historical Stock Chart
From Aug 2024 to Sep 2024
Precipio (NASDAQ:PRPO)
Historical Stock Chart
From Sep 2023 to Sep 2024