NanoVibronix Announces Closing of $3.2 Million Private Placement
June 24 2019 - 5:42PM
NanoVibronix, Inc.,
(NASDAQ:
NAOV), a medical device company that produces the
PainShield® surface acoustic wave (SAW) device, which utilizes the
Company’s proprietary and patented low intensity, SAW ultrasound
technology, today announced that it closed a private placement
transaction in which it issued and sold to existing stockholders
1.6 million Series E convertible preferred stock and 1.6 million
7-year warrants to purchase Series E convertible preferred stock at
a price of $2.50 per share for gross proceeds to the Company of
$3.2 million. The Series E convertible preferred shares are
convertible into shares of common stock on a one-for-one basis. The
Company plans to submit to stockholders for approval, within 90
days of the closing of the private placement, the issuance of the
shares of common stock issuable upon conversion of the Series E
preferred stock, in accordance with the rules of the Nasdaq Stock
Market.
The Series E preferred stock, the warrants, the Series E
preferred stock issuable upon conversion of the warrants, and the
common stock issuable upon conversion of the Series E preferred
stock have not been registered under the Securities Act of 1933 or
any state securities laws and, until so registered, may not be
offered or sold in the United States or any state absent
registration or an applicable exemption from registration
requirements.
This news release shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of
these securities in any state or jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or
jurisdiction.
About NanoVibronix
NanoVibronix Inc. (NASDAQ: NAOV) is a medical
device company headquartered in Elmsford, New York, with research
and development in Nesher, Israel, which is focused on developing
medical devices utilizing its proprietary and patented low
intensity surface acoustic wave (SAW) technology. This technology
allows for the creation of low-frequency ultrasound waves that can
be utilized for a variety of medical applications, including the
disruption of biofilms and bacteria colonization, as well as
providing pain relief. The devices can be administered at home
without the assistance of medical professionals. The Company’s
primary products include PainShield®, UroShield™ and WoundShield™.
Additional information about the Company is available at:
www.nanovibronix.com.
Forward-looking Statements
This press release contains “forward-looking statements.” Such
statements may be preceded by the words “intends,” “may,” “will,”
“plans,” “expects,” “anticipates,” “projects,” “predicts,”
“estimates,” “aims,” “believes,” “hopes,” “potential” or similar
words. Forward-looking statements are not guarantees of future
performance, are based on certain assumptions and are subject to
various known and unknown risks and uncertainties, many of which
are beyond the Company’s control, and cannot be predicted or
quantified and consequently, actual results may differ materially
from those expressed or implied by such forward-looking statements.
Such risks and uncertainties include, without limitation, risks and
uncertainties associated with (i) market acceptance of our existing
and new products or lengthy product delays in key markets; (ii)
negative or unreliable clinical trial results (iii) an inability to
secure regulatory approvals for the sale of our products, (iv)
intense competition in the medical device industry from much
larger, multinational companies, (v) product liability claims, (vi)
product malfunctions, (vii) our limited manufacturing capabilities
and reliance on subcontractors for assistance, (viii) insufficient
or inadequate reimbursement by governmental and other third party
payers for our products, (ix) our efforts to successfully obtain
and maintain intellectual property protection covering our
products, which may not be successful, (x) legislative or
regulatory reform of the healthcare system in both the U.S. and
foreign jurisdictions, (xi) our reliance on single suppliers for
certain product components, (xii) the fact that we will need to
raise additional capital to meet our business requirements in the
future and that such capital may not be available, or may be
costly, dilutive or difficult to obtain and (xiii) the fact that we
conduct business in multiple foreign jurisdictions, exposing us to
foreign currency exchange rate fluctuations, logistical and
communications challenges, burdens and costs of compliance with
foreign laws and political and economic instability in each
jurisdiction. More detailed information about the Company and the
risk factors that may affect the realization of forward looking
statements is set forth in the Company’s filings with the
Securities and Exchange Commission (SEC), including the Company’s
Annual Report on Form 10-K and its Quarterly Reports on Form 10-Q.
Investors and security holders are urged to read these documents
free of charge on the SEC’s web site at http://www.sec.gov. The
Company assumes no obligation to publicly update or revise its
forward-looking statements as a result of new information, future
events or otherwise.
Investor Contact:Crescendo
Communicationsnaov@crescendo-ir.com(212) 671-1021
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