Full Press Release Details
TRANSGENOMIC ANNOUNCES PRIVATE PLACEMENT
OMAHA, Neb. (January 11, 2016) -- Transgenomic, Inc.
(NASDAQ: TBIO), a global biotechnology company advancing precision medicine through advanced diagnostic tests and clinical and
research services, today announced that it raised gross proceeds of approximately $2.2 million in a preferred stock and warrant
private placement financing with existing investors Crede Capital Group, LLC and Third Security, LLC.
Through a definitive purchase agreement with the investors,
Transgenomic sold approximately $2.2 million of units consisting of an aggregate of 2,365,243 shares of Series A-1 convertible
preferred stock and warrants to purchase up to an aggregate of 1,773,929 shares of common stock. The units were sold to the investors
at a purchase price of $0.93 per unit. The Series A-1 preferred shares are convertible into shares of common stock at an initial
rate of 1-for-1, with the conversion rate subject to further adjustment. The warrants are immediately exercisable, have a term
of five years and have an exercise price of $1.21 per share of common stock. Each warrant includes cash and cashless exercise features,
as well as an exchange feature. Further details regarding the purchase agreement, Series A-1 preferred shares and warrants are
outlined in Transgenomic's Current Report on Form 8-K filed today with the Securities and Exchange Commission.
Transgenomic expects to use the net proceeds from the offering
for general corporate and working capital purposes, including activities supporting the ongoing commercialization of Transgenomic's
ICE COLD-PCR technology.
Craig-Hallum Capital Group LLC acted as the sole placement agent
The securities offered in this private
placement transaction have not been registered under the Securities Act of 1933, as amended (the "Securities Act"),
or applicable state securities laws. Accordingly, the securities may not be offered or sold in the United States except pursuant
to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act and
such applicable state securities laws. Pursuant to the terms of a registration rights agreement entered into with the investors,
Transgenomic has agreed to file a registration statement with the Securities and Exchange Commission registering the resale of
the shares of common stock issuable upon conversion of the Series A-1 preferred shares and the shares of common stock issuable
upon exercise of the warrants. Any offering of Transgenomic's securities under the resale registration statement referred
to above will be made only by means of a prospectus.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy the securities, nor shall there be any sale of the 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 such jurisdiction.
is a global biotechnology company advancing personalized medicine in cardiology, oncology, and inherited diseases through advanced
diagnostic technologies, such as its revolutionary ICE COLD-PCR and its unique genetic tests provided through its Patient
Testing business. Transgenomic also provides specialized clinical and research services to biopharmaceutical companies developing
targeted therapies. Transgenomic's diagnostic technologies are designed to improve medical diagnoses and patient outcomes.
Forward-Looking Statements
Certain statements in this press release constitute "forward-looking
statements" of Transgenomic within the meaning of the Private Securities Litigation Reform Act of 1995, which involve known
and unknown risks, uncertainties and other factors that may cause actual results to be materially different from any future results,
performance or achievements expressed or implied by such statements. Forward-looking statements include, but are not limited to,
those relating to Transgenomic's expectations with respect to the expected use of proceeds from the offering and the anticipated
effects of the offering. The known risks, uncertainties and other factors affecting these forward-looking statements are described
from time to time in Transgenomic's filings with the Securities and Exchange Commission, including in Transgenomic's Annual
Report on Form 10-K, filed with the Securities and Exchange Commission on April 15, 2015. Any change in such factors, risks and
uncertainties may cause the actual results, events and performance to differ materially from those referred to in such statements.
Accordingly, Transgenomic claims the protection of the safe harbor for forward-looking statements contained in the Private Securities
Litigation Reform Act of 1995 with respect to all statements contained in this press release. All information in this press release
is as of the date of the release and Transgenomic does not undertake any duty to update this information, including any forward-looking
statements, unless required by law.
Transgenomic Investor Relations