Medgenics Prices Public Offering of Common Stock and Warrants
February 08 2013 - 2:00AM
Business Wire
Medgenics, Inc. (NYSE MKT: MDGN and AIM: MEDU, MEDG) (the
“Company” or “Medgenics”), the developer of a novel platform
technology for the sustained production and delivery of therapeutic
proteins in patients using their own tissue, today announced that
it has priced an underwritten public offering of 5,600,000 shares
of common stock and Series 2013-A warrants to purchase up to an
aggregate of 2,800,000 shares of common stock at an initial
exercise price of $6.78. The shares and the warrants will be sold
together as a fixed combination, each consisting of one share of
common stock and a warrant to purchase one-half of a share of
common stock, at a price to the public of $5.25 per fixed
combination. The shares of common stock and warrants will be issued
separately. Gross proceeds to Medgenics will be $29,400,000. The
offering is expected to close on February 13, 2013, subject to
customary closing conditions.
Maxim Group LLC is acting as sole book-running manager for the
offering. National Securities Corporation and MLV & Co. are
acting as co-managers for the offering. Nomura Code Securities
Limited and SVS Securities Plc acted as sub-agents to the offering
in Europe. Medgenics has granted the underwriters a 45-day option
to purchase up to an aggregate of 840,000 additional shares of
common stock and/or additional warrants to purchase up to an
aggregate of 420,000 shares of common stock.
The securities described above are being offered pursuant to a
prospectus supplement and an accompanying prospectus filed by
Medgenics as part of a shelf registration statement, previously
filed with and declared effective by the U.S. Securities and
Exchange Commission (the "SEC"). A preliminary prospectus
supplement related to the offering, together with the accompanying
prospectus, was filed with the SEC on February 7, 2013. A final
prospectus supplement related to the offering, together with the
accompanying prospectus, will be filed with the SEC. The
preliminary prospectus supplement, together with the accompanying
prospectus, is available, and the final prospectus supplement,
together with the accompanying prospectus, will be available, on
the SEC's website at http://www.sec.gov. In addition, copies of the
preliminary prospectus supplement and the accompanying prospectus,
and the final prospectus supplement and accompanying prospectus,
when available, may be obtained from Maxim Group LLC, Equity
Syndicate Prospectus Department, 405 Lexington Avenue, 2nd Floor,
New York, NY, 10022, or by telephone at 1-212-895-3745, or by email
at syndicate@maximgrp.com.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy these securities, nor shall there
be any sale of these securities in any state or other jurisdiction
in which such offer, solicitation or sale would be unlawful prior
to the registration or qualification under the securities laws of
any such state or other jurisdiction.
About Medgenics
Medgenics is developing and commercializing Biopump™, a
proprietary tissue-based platform technology for the sustained
production and delivery of therapeutic proteins using the patient's
own tissue for the treatment of a range of chronic diseases
including anemia, hepatitis and hemophilia, among others.
Forward-looking Statements
This 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 as
that term is defined in the Private Securities Litigation Reform
Act of 1995, which include all statements other than statements of
historical fact, including (without limitation) those regarding the
Company's financial position, its development and business
strategy, its product candidates and the plans and objectives of
management for future operations. The Company intends that such
forward-looking statements be subject to the safe harbors created
by such laws. Forward-looking statements are sometimes identified
by their use of the terms and phrases such as "estimate,"
"project," "intend," "forecast," "anticipate," "plan," "planning,"
"expect," "believe," "will," "will likely," "should," "could,"
"would," "may" or the negative of such terms and other comparable
terminology. All such forward-looking statements are based on
current expectations and are subject to risks and uncertainties.
Should any of these risks or uncertainties materialize, or should
any of the Company's assumptions prove incorrect, actual results
may differ materially from those included within these
forward-looking statements. Accordingly, no undue reliance should
be placed on these forward-looking statements, which speak only as
of the date made. The Company expressly disclaims any obligation or
undertaking to disseminate any updates or revisions to any
forward-looking statements contained herein to reflect any change
in the Company's expectations with regard thereto or any change in
events, conditions or circumstances on which any such statements
are based. As a result of these factors, the events described in
the forward-looking statements contained in this release may not
occur.
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