HAWTHORNE, N.J., March 6, 2012 /PRNewswire/ -- Proteonomix, Inc. (OTC/BB: PROT) announced today that it has entered into definitive agreements with certain institutional investors, pursuant to which the Company has agreed to sell shares of its Series E convertible preferred stock at an aggregate purchase price of approximately $3.8 million (which are convertible into a total of 895,291 shares of Proteonomix common stock) and Series A, Series B and Series C warrants to purchase an aggregate of 2,685,873 shares of Proteonomix common stock. The preferred stock is convertible at any time into shares of Proteonomix common stock at a conversion price of $4.25 per share, subject to adjustment as provided in the certificate of designation. The transaction is expected to close on or about March 8, 2012, subject to satisfaction of customary closing conditions.
The warrants have an exercise price of $4.25 per share. The Series A warrants and Series B warrants are each immediately exercisable. The Series C warrants become exercisable at any time and to the same extent that any portion of the Series B warrants are exercised. The Series A and Series C warrants shall each have a term of five years from the issue date and the term of the Series B warrant is one year and two weeks from the issue date. The warrants are also subject to full ratchet anti-dilution protection. Other than the exercise periods, all three series of warrants are identical. The Company will receive up to an additional $11,414,960.25 if all warrants are exercised.
The Company has agreed to file a registration statement with the Securities and Exchange Commission (SEC) within seven business days from the filing of its annual report for the year ended December 31, 2011, but in no event later than April 16, 2012, registering the resale of the shares of common stock issuable upon the exerci
|SOURCE Proteonomix, Inc.|
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