CASTLE ROCK, Colo.,
Aug. 23, 2017 /PRNewswire/ --
Bioptix, Inc. (the "Company") (NASDAQ: BIOP), announced the results
of the Company's special shareholder meeting that was held on
August 21, 2017 at 10:00 AM EDT at the Boca Raton Resort and Club in
Boca Raton, Florida.
The following proposals were acted on by the Company's
shareholders at the meeting:
1. To approve a change in
the state of incorporation of the Company to Nevada from Colorado;
2. To approve an amendment
to the Company's Articles of Incorporation to increase the number
of shares of common stock authorized for issuance from 60,000,000
to 170,000,000;
3. To approve an amendment
to the Company's Articles of Incorporation to authorize 15,000,000
shares of "blank check" preferred
stock;
4. To approve the issuance
of securities in one or more non-public offerings where the maximum
discount at which securities will be offered will be equivalent to
a discount of 30% below the market price of our common stock, as
required by and in accordance with Nasdaq Marketplace Rule
5635(d);
5. To approve the issuance
of securities in one or more non-public offerings where the maximum
discount at which securities will be offered will be equivalent to
a discount of 20% below the market price of our common stock, as
required by and in accordance with Nasdaq Marketplace Rule
5635(d);
6. To approve the Company's
2017 Equity Incentive Plan, including the reservation of 895,000
shares of common stock thereunder;
7. To approve the issuance
of $4.75 million of convertible
promissory notes, warrants to purchase up to 1,900,000 shares of
common stock, shares of Series A Convertible Preferred Stock (when
exchanged for the convertible promissory notes), and the shares of
the common stock issuable upon conversion or exercise of the
aforementioned securities, issued by the Company in a private
placement that closed on March 16,
2017, as required by and in order to satisfy the
requirements of The Nasdaq Capital Market, including without
limitation, Marketplace Rule 5635(d); and
8. To grant the Board of
Directors, in its discretion, the ability to issue up to
$8,500,000 of common stock upon
exercise of warrants to purchase shares of our common stock that
were issued in private placements on March
10, 2017 and March 16, 2017,
at an amended exercise price of $3.00, including amendment of the exercise price
and issuance of such shares of common stock in accordance with the
requirements of the Nasdaq Capital Market, including without
limitation, Marketplace Rule 5635(d).
Michael Beeghley, the Company's
Chief Executive Officer, stated "We are pleased that all the proxy
proposals passed successfully at our special shareholders meeting.
On behalf of the Company, our Board and entire management team, I
would like to personally thank all of our shareholders for taking
the time to vote and for their support."
About Bioptix
The Company holds an exclusive license from the University of Washington in St. Louis ("UW") focusing on animal healthcare
and owns important intellectual property rights related to
veterinary products and has granted a license relating to single
chain reproductive hormone technology for use in non-human mammals
which is under active development by the licensee (bovine
rFSH). The Company is also a diagnostic and testing company
which had been involved in developing blood-based testing for
diagnosis and treatment of acute appendicitis until a negative
response from the FDA in 2015. Following the 2016 acquisition
of Bioptix Diagnostics, Inc. the Company has been seeking
commercialization of Enhanced Surface Plasmon Resonance ("eSPR")
instruments designed to increase the flexibility and reliability of
SPR for a broad range of applications. The Company is reviewing
possible strategic alternatives for acquisition. Relative to
its diagnostic and instrument business, the Company is exploring
alternatives including possible sale.
Safe Harbor
The information provided in this press release may include
forward-looking statements relating to future events or the future
financial performance of the Company. Because such statements are
subject to risks and uncertainties, actual results may differ
materially from those expressed or implied by such forward-looking
statements. Words such as "anticipates," "plans," "expects,"
"intends," "will," "potential," "hope" and similar expressions are
intended to identify forward-looking statements. These
forward-looking statements are based upon current expectations of
the Company and involve assumptions that may never materialize or
may prove to be incorrect. Actual results and the timing of events
could differ materially from those anticipated in such
forward-looking statements as a result of various risks and
uncertainties. Detailed information regarding factors that may
cause actual results to differ materially from the results
expressed or implied by statements in this press release relating
to the Company may be found in the Company's periodic filings with
the Securities and Exchange Commission, including the factors
described in the section entitled "Risk Factors" in its annual
report on Form 10-K for the fiscal year ended December 31, 2016, as amended and supplemented
from time to time and the Company's Quarter Reports on Form 10-Q
and other filings submitted by the Company to the SEC, copies of
which may be obtained from the SEC's website at www.sec.gov. The
parties do not undertake any obligation to update forward-looking
statements contained in this press release.
For additional information, please contact:
Bioptix, Inc. Investor Relations:
investorrelations@venaxis.com
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SOURCE Bioptix, Inc.