Fixed-Price Financing Struck at a Premium to Market
Proceeds to Be Used to Develop Field-Testable Units of PositiveID’s Firefly Dx Pathogen Detection System for Point-Of-Need Diagnostics
DELRAY BEACH, Fla., Aug. 17, 2015 (GLOBE NEWSWIRE) -- PositiveID Corporation (“PositiveID” or “Company”) (OTCQB:PSID), a developer of biological detection and diagnostics solutions, announced today it has entered into definitive agreements with an institutional investor (“Investor”) for an aggregate purchase price of $2,400,000. PositiveID will use the proceeds to continue the development and testing of its Firefly Dx PCR (polymerase chain reaction) prototype pathogen detection system (“prototype system”) with the goal of producing field-testable units, and for general working capital.
The Company will issue a series of 4% original issue discount senior secured convertible promissory notes to the Investor, with a total purchase price of $2,400,000, funded over the next six months in a series of six notes, which accrue interest at 12% per annum, with the first year’s interest guaranteed. The Investor has the right to convert the notes into shares of the Company's common stock at a fixed conversion price of $0.028, subject to certain adjustments, as defined in the agreements. The fixed pricing was set at a 12% premium to the closing bid price on August 11, 2015. No warrants were issued in connection with the financing, and the Investor has agreed to a “no shorting” provision.
William J. Caragol, Chairman and CEO of PositiveID, said, “This funding is critically important for the Company as we continue to advance the development of Firefly Dx. We have already proven our ability to test numerous assays on our Firefly Dx prototype system and deliver lab-quality pathogen detection in under 20 minutes. With this funding, we intend to build upon the significant progress we have made and focus on the next phase of our development with the goal of producing a field-testable unit for the large point-of-need detection market.”
PositiveID’s Firefly Dx is designed to provide real-time, accurate diagnostic results in a handheld device, thereby leading to treatment scenarios at the point-of-need that are not possible with existing systems, which require lab-based equipment, highly trained personnel, and can take hours or even days to provide results. Firefly’s applications include point-of-need, lab-quality, detection of pathogenic organisms; agricultural and food screening in both domestic sectors and developing countries; and detection of biological agents associated with weapons of mass destruction.
The Company provided further information regarding this financing in a Form 8-K filed with the SEC on August 14, 2015.
About PositiveID Corporation
PositiveID Corporation is a life sciences tools and diagnostics company that develops biological detection systems for point-of-need testing and America’s homeland defense industry. PositiveID is focused on the development of microfluidic systems for the automated preparation of and performance of biological assays in order to detect biological threats and analyze biological samples. For more information on PositiveID, please visit http://www.psidcorp.com, or connect with PositiveID on Twitter, Facebook or LinkedIn.
Statements about PositiveID's future expectations, including the likelihood that PositiveID will use the proceeds to continue the development and testing of its Firefly Dx PCR prototype system with the goal of producing field-testable units, and for general working capital; the likelihood that the Company will issue a series of 4% original issue discount senior secured convertible promissory notes to the Investor, with a total purchase price of $2,400,000, funded over the next six months; the likelihood that with this funding the Company will build upon the progress it has made and focus on the next phase of development with the goal of producing a field-testable unit for the large point-of-need detection market; constitute "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 Litigation Reform Act of 1995. Such forward-looking statements involve risks and uncertainties and are subject to change at any time, and PositiveID’s actual results could differ materially from expected results. These risks and uncertainties include, without limitation, the Company’s ability to target the bio-threat detection and rapid medical testing sectors; the Company’s ability to complete the development of its Firefly Dx system; as well as other risks. Additional information about these and other factors that could affect the Company's business is set forth in the Company’s various filings with the Securities and Exchange Commission, including those set forth in the Company's 10-K filed on March 30, 2015, and 10-Qs filed on August 13, 2015, May 15, 2015, and November 17, 2014, under the caption “Risk Factors.” The Company undertakes no obligation to update or release any revisions to these forward-looking statements to reflect events or circumstances after the date of this statement or to reflect the occurrence of unanticipated events, except as required by law.