FREMONT, Calif., Oct. 21, 2015 (GLOBE NEWSWIRE) -- WaferGen Bio-systems, Inc. (NASDAQ:WGBS) today announced that the Company has completed the previously announced underwritten public offering.
Due to the exercise in full of the underwriters' over-allotment option, the Company received gross proceeds of $17.25 million and issued a total of 6,170,000 shares of common stock, shares of preferred stock convertible into 11,080,000 shares of common stock and warrants to purchase 17,250,000 shares of common stock. The preferred stock issued in this transaction includes a beneficial ownership blocker, but has no dividend rights (except to the extent dividends are also paid on the common stock), liquidation preference or other preferences over common stock.
Ladenburg Thalmann & Co. Inc., a subsidiary of Ladenburg Financial Services Inc., acted as sole book-running manager for the offering, and Chardan Capital Markets, LLC, and Dougherty & Company acted as co-managers.
The net proceeds of the offering are estimated to be approximately $15.7 million, after deducting underwriting discounts and commissions and estimated offering expenses. WaferGen intends to use the net proceeds from the offering for research and development initiatives, ICELL8™ Single-Cell System-related commercialization activities and for general corporate and working capital purposes.
A registration statement relating to the offering of common stock was declared effective by the Securities and Exchange Commission (SEC) on October 15, 2015. A final prospectus relating to this offering has been filed with the SEC, and may be obtained at the SEC's website at www.sec.gov, or by contacting Ladenburg Thalmann & Co. Inc., 570 Lexington Avenue, 11th Floor, New York, NY 10022, or by email at prospectus@ladenburg.com. 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 state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of such state or jurisdiction.
Forward Looking Statements
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities and Exchange Act of 1934, as amended that are intended to be covered by the "safe harbor" created by those sections. Forward-looking statements, which are based on certain assumptions and describe our future plans, strategies and expectations, can generally be identified by the use of forward-looking terms such as "believe," "expect," "may," "will," "should," "could," "seek," "intend," "plan," "estimate," "anticipate" or other comparable terms. Forward-looking statements in this press release may address the following subjects among others: statements regarding the anticipated closing of our underwritten public offering, the sufficiency of our capital resources, expected operating losses, expected revenues, expected expenses, expected cash usage, our expectations regarding our development of future products including single cell analysis technologies and our expectations concerning our competitive position and business strategy. Forward-looking statements involve inherent risks and uncertainties which could cause actual results to differ materially from those in the forward-looking statements, as a result of various factors including those risks and uncertainties described in the Risk Factors and in Management's Discussion and Analysis of Financial Condition and Results of Operations sections of our most recently filed Annual Report on Form 10-K and any subsequently filed Quarterly Reports on Form 10-Q. We urge you to consider those risks and uncertainties in evaluating our forward-looking statements. We caution readers not to place undue reliance upon any such forward-looking statements, which speak only as of the date made. Except as otherwise required by the federal securities laws, we disclaim any obligation or undertaking to publicly release any updates or revisions to any forward-looking statement contained herein (or elsewhere) to reflect any change in our expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based.