ST. LOUIS, Dec. 29 /PRNewswire-FirstCall/ -- Stereotaxis, Inc.
(Nasdaq: STXS) today announced it has entered into definitive agreements with
new and existing institutional investors to raise gross proceeds of $20
million through the sale of common stock and warrants in two separate
concurrent transactions. A portion of the warrants sold will expire in six
months. If exercised in full, these warrants would provide an additional
approximately $10 million in gross proceeds from the sale of common stock at a
price of $4.65 per share.
In one transaction, affiliates of Sanderling Venture Partners and Alafi
Capital Company (the "Affiliates") have entered into a definitive agreement to
purchase an aggregate of 2,024,260 shares of common stock, par value $0.001
per share (the "Common Stock"), and warrants to purchase up to 4,859,504
shares of Common Stock for a purchase price of approximately $4.94 per unit,
in a registered direct offering for gross proceeds of $10 million, before
deducting estimated offering expenses. The warrants are exercisable at $4.64
per share, are exercisable on or after the date immediately following the six
month anniversary of their issuance and have a five year term from that
initial exercisability date. Affiliates of Sanderling Venture Partners and
Alafi Capital Company are existing shareholders of the Company and members of
the Company's Board of Directors.
Separately, Stereotaxis has entered into a definitive agreement with
selected institutional investors to sell 2,389,877 shares of the Common Stock
and warrants to purchase up to 4,623,971 shares of the Common Stock at the
negotiated price of $4.18 per unit, in a registered direct offering for gross
proceeds of approximately $10 million, before deducting placement agent fees
and estimated offering expenses. Warrants to purchase up to 2,831,563 shares
expire prior to June 30, 2009. Of these warrants, 2,148,739 have an exercise
price of $4.65 per share, and the remaining 682,824 have an exercise price of
$.001 per share and are exercisable conditioned on the trading price of the
Common Stock during certain periods ending prior to May 30, 2009. Warrants to
purchase 1,792,408 at an exercise price of $5.11 per share are exercisable on
or after the date immediately following the six month anniversary of their
issuance and have a five year term from that initial exercisability date.
The closing of these offerings is expected to take place on or about
December 30, 2008, subject to the satisfaction of customary closing
conditions. Deutsche Bank Securities Inc. served as the sole placement agent
for the institutional investor offering.
In connection with these transactions, the Company and the Affiliates have
agreed to amend their prior $20 million loan commitment to provide for
extension of $10 million of this commitment through March 31, 2010, if
exercised by the Company, in exchange for additional warrant coverage.
The Company currently intends to use the net proceeds from these offering
for working capital and other general corporate purposes.
The Common Stock and Warrants described above are being offered by the
Company only by means of a prospectus. Copies of the final prospectus
supplements and accompanying base prospectus relating to these offerings can
be obtained at the SEC's website at http://www.sec.gov or from Deutsche Bank
Securities Inc. at 60 Wall Street, 4th Floor, New York, NY 10005. The
securities in these transactions were offered by the Company pursuant to an
effective shelf registration statement and a registration statement filed
pursuant to Rule 462(b) promulgated under the Securities Act of 1933, as
amended. This press release shall not constitute an offer to sell or the
solicitation of an offer to buy these securities, nor shall there be any sale
of these securities in any state or jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or qualification
under the securities laws of any such state or jurisdiction.
About Stereotaxis
Stereotaxis designs, manufactures and markets an advanced cardiology
instrument control system for use in a hospital's interventional surgical
suite to enhance the treatment of coronary artery disease and arrhythmias. The
Stereotaxis System is designed to enable physicians to complete more complex
interventional procedures by providing image guided delivery of catheters and
guidewires through the blood vessels and chambers of the heart to treatment
sites. This is achieved using computer-controlled, externally applied magnetic
fields that govern the motion of the working tip of the catheter or guidewire,
resulting in improved navigation, shorter procedure time and reduced x-ray
exposure. The core components of the Stereotaxis system have received
regulatory clearance in the U.S., Europe and Canada.
Forward-looking statements
This press release includes statements that may constitute "forward-
looking" statements, usually containing the words "believe," "estimate,"
"project," "expect" or similar expressions. Forward-looking statements
inherently involve risks and uncertainties that could cause actual results to
differ materially from the forward-looking statements. Factors that would
cause or contribute to such differences include, but are not limited to,
continued acceptance for the Company's products in the marketplace,
competitive factors, changes in government reimbursement procedures,
dependence upon third-party vendors, and other risks discussed in the
Company's periodic and other filings with the Securities and Exchange
Commission. By making these forward-looking statements, the Company undertakes
no obligation to update these statements for revisions or changes after the
date of this release. There can be no assurance that the Company will
recognize revenue related to its purchase orders and other commitments in any
particular period or at all because some of these purchase orders and other
commitments are subject to contingencies that are outside of the Company's
control. In addition, these orders and commitments may be revised, modified or
canceled, either by their express terms, as a result of negotiations, or by
project changes or delays.
SOURCE Stereotaxis, Inc.
-0- 12/29/2008
/CONTACT: Company, Jim Stolze, Chief Financial Officer of Stereotaxis,
Inc., +1-314-678-6105; Investors, Doug Sherk & Jenifer Kirtland,
+1-415-896-6820, Media, Steve DiMattia, +1-646-201-5445, all of EVC Group,
Inc. for Stereotaxis, Inc. /
/Web site: http://www.stereotaxis.com /
(STXS)
CO: Stereotaxis, Inc.
ST: Missouri
IN: HEA MEQ
SU:
MH-CC
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1222 12/29/200809:12 ESThttp://www.prnewswire.com