FRISCO, Texas, Dec. 6, 2011 /PRNewswire/ -- Assured Pharmacy, Inc. (Pink Sheets: APHY, the "Company"), a growing chain of specialty pharmacies that provide advanced prescription services to a diverse array of medical professionals and their patients, announced today that it has completed a private placement to accredited investors of 16.0% senior convertible debentures for an aggregate principal amount of $740,000 due in May 2013. The debentures are convertible into an aggregate of 587,606 shares of the Company's common stock at an initial conversion price of $1.26 per share, subject to adjustment. As part of the private placement, the investors received warrants to purchase an aggregate of 705,127 shares of the Company's common stock. The warrants are exercisable for a period of three years from the date of issuance at an initial exercise price of $1.51 per share, subject to adjustment. The investors may exercise the warrants on a cashless basis if the shares of common stock underlying the Warrant have not been registered pursuant to an effective registration statement at the time of exercise.
TriPoint Global Equities, LLC acted as the Company's exclusive placement agent in connection with the offering.
This financing is supporting the Company's ongoing business expansion and investment into solidifying its supply chain of prescription medications. "We are very pleased to have the support of this investment as we enter the next phase of our business model," stated Mr. Robert DelVecchio, Chief Executive Officer of the Company. "As we lay the foundation for expanding our pharmacy footprint into new markets, improving our financial position with suppliers is critical and this financing furthers that requirement."
The securities sold by the Company in the private placement were not registered under the Securities Act of 1933, as amended (the "Securities Act"), and were sold in reliance upon exemptions from the registration requirements of the Securities Act pursuant to Regulation D promulgated under the Securities Act. Therefore, such securities may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and any applicable state securities laws.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction.
The foregoing information is a summary of the transaction described above, is not complete, and is qualified in its entirety by reference to a more detailed description of the financing and the full text of the agreements, each of which will be available on the OTC Markets website at www.otcmarkets.com under our ticker symbol, APHY. Readers should review the detailed description of the offering along with the agreements for a complete understanding of the terms and conditions associated with this financing transaction.
About Assured Pharmacy, Inc.
Assured Pharmacy, Inc. is engaged in the business of providing specialty pharmacy services to patients and physicians in the treatment of chronic pain. The Company derives its revenue primarily from the sale of highly regulated prescription pain medications and does not keep in inventory non-prescription drugs or health and beauty related products inventoried at traditional pharmacies. The majority of the Company's business is derived from repeat business from its customers. "Walk-in" prescriptions from physicians are limited. The Company currently has four operating pharmacies.
About TriPoint Global Equities, LLC
TriPoint Global Equities, LLC ("TriPoint Global"), a FINRA member firm, is a boutique investment bank that provides U.S. and non-U.S. companies of up to $500 million in revenue with capital raising, corporate finance advisory services and assistance with navigating the regulatory environment for companies listing on U.S. markets. TriPoint Global maintains specialized practices in institutional private placements, mergers and acquisitions, and corporate finance. TriPoint has offices in New York, Jericho NY, Washington, D.C. and Beijing PRC. For more information, please visit www.tripointglobalequities.com.
Safe Harbor Statement
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Act of 1934. These forward-looking statements are based largely on the expectations or forecasts of future events, can be affected by inaccurate assumptions, and are subject to various business risks and known and unknown uncertainties, a number of which are beyond the control of management. Therefore, actual results could differ materially from the forward-looking statements contained in this press release. A wide variety of factors that may cause actual results to differ from the forward-looking statements include, but are not limited to, the following: the Company's ability to increase revenue and profits in the current economic climate; the effect of changing economic conditions; lack of sufficient financing for opening new pharmacies; inability to manage growth; and changes in government regulations, controls and similar matters. These cautionary statements should not be construed as exhaustive or as any admission as to the adequacy of the Company's disclosures. The Company cannot predict or determine after the fact what factors would cause actual results to differ materially from those indicated by the forward-looking statements or other statements. The reader should consider statements that include the words "believes", "expects", "anticipates", "intends", "estimates", "plans", "projects", "should", or other expressions that are predictions of or indicate future events or trends, to be uncertain and forward-looking. The Company does not undertake to publicly update or revise forward-looking statements, whether as a result of new information, future events or otherwise.
Erika Moran/Adam Holdsworth
The Investor Relations Group
11 Stone St. 3rd Floor
New York, NY
|SOURCE Assured Pharmacy, Inc.|
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