Vermillion (Formerly Ciphergen) Announces $20.5 Million Private Placement of Common Stock
August 24 2007 - 8:43AM
PR Newswire (US)
- Company Conference Call Originally Scheduled for 9:00 a.m.
Eastern Time Today to Be Rescheduled After Private Placement Closes
- FREMONT, Calif., Aug. 24 /PRNewswire-FirstCall/ -- Vermillion,
Inc., formerly Ciphergen Biosystems, Inc. (NASDAQ:CIPH), today
announced that it has entered into securities purchase agreements
in connection with a private placement with a group of existing and
new investors. Under the terms of the agreement, Vermillion will
receive approximately $20.5 million in gross proceeds from the sale
of approximately 24.4 million shares of its common stock and the
issuance of warrants for the purchase of approximately 19.5 million
additional shares of Vermillion's common stock with an exercise
price of $0.925 per share. Subject to the satisfaction of customary
closing conditions, the transaction is expected to close on or
about August 29, 2007. Net proceeds from the transaction will be
used for general working capital needs. Earlier this week, the
company changed its name to Vermillion, Inc. and expects to begin
trading on Monday, August 27, 2007 under a new Nasdaq stock symbol:
VRML. The conference call scheduled for 9:00 a.m. Eastern Time
today will be rescheduled after the private placement closes.
Neither the shares of Vermillion's common stock nor the warrants
issued in connection with the private placement have been
registered under the Securities Act of 1933, as amended (the
"Securities Act"). Accordingly, these securities may not be offered
or sold in the United States except pursuant to an effective
registration statement or an applicable exemption from the
registration requirements of the Securities Act. Vermillion has
agreed to file within 30 days after the closing one or more
registration statements covering the resale of the common stock as
well as the common stock issuable upon exercise of the warrants.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy Vermillion's common stock or
warrants. About Vermillion, Inc. Vermillion, Inc. (formerly
Ciphergen Biosystems, Inc.) is dedicated to the discovery,
development and commercialization of novel high-value diagnostic
tests that help physicians diagnose, treat and improve outcomes for
patients. Vermillion, along with its prestigious scientific
collaborators, has ongoing diagnostic programs in
oncology/hematology, cardiology and women's health with an initial
focus in ovarian cancer. Based in Fremont, California, more
information about Vermillion can be found on the Web at
http://www.ciphergen.com/ and at http://www.vermillion.com/
Forward-Looking Statements This press release contains
"forward-looking" statements regarding Vermillion (formerly
Ciphergen), including statements with respect to the anticipated
closing of the private placement. Any statements contained in this
press release that are not historical facts may be deemed to be
forward- looking statements. The words "will," "expected,"
"intends" or similar expressions are intended to identify
forward-looking statements. There are a number of important factors
that could cause Vermillion's results to differ materially from
those indicated by these forward- looking statements, including
risks associated with the satisfaction of the conditions to the
closing of the private placement, as well as other risks detailed
from time to time in Vermillion's SEC reports, including its
Quarterly Report on Form 10-Q for the quarter ended June 30, 2007.
Vermillion does not undertake any obligation to update
forward-looking statements. You are encouraged to read Vermillion's
reports filed with the U.S. Securities and Exchange Commission,
available at http://www.sec.gov/. DATASOURCE: Vermillion, Inc.
CONTACT: Sue Carruthers of Vermillion, Inc., +1-510-505-2233; or
Daryl Messinger of WeissComm Partners, +1-415-946-1062 Web site:
http://www.vermillion.com/ http://www.ciphergen.com/
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