SAN MARINO, Calif.,July 13 /PRNewswire-FirstCall/ -- Viral Genetics (Pink Sheets: VRAL), a biotechnology company that develops drug compounds for HIV/AIDS, autoimmune diseases, and cancer, has retired the majority of its $3.5 million of convertible debt. The company also retired other debt and recently issued new shares.
The convertible debt originated with a March 2006 financing through the issuance of shares. This transaction originally was disclosed March 29, 2006, in a report filed on Form 8-K, with amendments filed March 2, 2007, and August 18, 2008. The company has paid all but approximately $110,000 of the principal on the $2.9 million of 10% senior secured amortizing convertible notes issued in that financing.
At that time, eleven institutional purchasers also acquired approximately $598,000 of unsecured convertible notes held by other third parties. These notes are now substantially discharged through conversion to stock, and have approximately $8,000 of remaining amounts owed under them.
All payments on both series of notes were made in shares of common stock of the company. Since Viral Genetics' February 17, 2009 Form 8-K report, the company has issued 33,751,347 common shares for the repayment of these notes.
Since March 2009, Viral Genetics has issued shares in exchange for accounts payable, advances, and private placements valued at approximately $700,000. The private placements included 33,142,800 shares and 24,200,000 warrants. Each warrant entitles the holder to purchase common stock for $0.03 per share, expiring May and June 2011. Of the shares, 19,452,800 were issued under Regulation 504 financing.
In May 2009, the company issued 5,788,945 shares and 11,577,890 warrants for advances of cash previously received in 2008 and 2009. Each of these warrants entitles the holder to acquire one share of common stock at $0.03 and expires May 2011. Of these shares and warrants, 1,942,210 shares and 3,884,420 warrants were acquired by Soh Teck Toh, a greater-than-5% shareholder of the company. These shares were issued under Regulation S. In May 2009 the company issued 13,253,163 common shares for services.
In June 2009 Best Investments, Inc., a corporation controlled by an affiliate, officer and director of the company, Haig Keledjian, exchanged $500,000 of debt for 17,006,802 common shares and 17,006,802 warrants each entitling the holder to acquire one common share for $0.044 expiring June 2014.
In July 2009, Viral Genetics issued 7,518,796 shares of common stock for conversion of a note of $100,000 issued in July 2008 for the purchase of 49% of the common shares of an early-stage private business engaged in the marketing and design of nutritional supplements for people with HIV/AIDS.
As of July 13, 2009 the company has 350,948,256 shares of common stock issued and outstanding, out of 750,000,000 authorized. Also as of July 13, 2009, the company has 5,000,000 shares of Series A Convertible Preferred Shares issued and outstanding out of 20,000,000 authorized. See Supplemental Information dated March 31, 2009, and Amendment to Articles of Incorporation dated May 15, 2009, both available on www.pinksheets.com.
Viral Genetics, Inc. is a biotechnology company that discovers and develops immune-based therapies for HIV, AIDS and other autoimmune diseases using its thymus nuclear protein compound (TNP). The company recently entered into an Exclusive License Agreement with the University of Colorado and V-Clip Pharmaceuticals (a subsidiary of the Company) to license technology developed by M. Karen Newell, PhD, that appears to explain TNP and provide a means to optimize therapies based on TNP for future clinical trials. Viral Genetics believes that its investigational HIV/AIDS drug based on TNP, called VGV-1, represents a unique approach to treating HIV due to the apparently novel mechanism, low toxicity profile, simple dosing regimen, and short-course of treatment. Online at www.viralgenetics.com
SAFEHARBOR FOR FORWARD-LOOKING STATEMENTS:
This news release contains forward-looking statements that involve risks and uncertainties associated with financial projections, budgets, milestone timelines, clinical development, regulatory approvals, and other risks described by Viral Genetics, Inc. from time to time in its periodic reports filed with the SEC. VGV-1 is not approved by the US Food and Drug Administration or by any comparable regulatory agencies elsewhere in the world. While Viral Genetics believes that the forward-looking statements and underlying assumptions contained therein are reasonable, any of the assumptions could be inaccurate, including, but not limited to, the ability of Viral Genetics to establish the efficacy of VGV-1 in the treatment of any disease or health condition, the development of studies and strategies leading to commercialization of VGV-1 in the United States, the obtaining of funding required to carry out the development plan, the completion of studies and tests on time or at all, and the successful outcome of such studies or tests. Therefore, there can be no assurance that the forward-looking statements included in this release will prove to be accurate. In light of the significant uncertainties inherent in the forward-looking statements included herein, the forward-looking statements should not be regarded as a representation by Viral Genetics or any other person that the objectives and plans of Viral Genetics will be achieved.
Viral Genetics Haig Keledjian, 626-334-5310
|SOURCE Viral Genetics, Inc.|
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