By Devika Patel
Knoxville, Tenn., April 18 - Neoprobe Corp. settled the second tranche of a $13 million financing with Platinum Montaur Life Sciences LLC, raising $3 million, according to an 8-K filed with the Securities and Exchange Commission Friday. The deal was announced Dec. 27, when an initial tranche settled for $7 million.
The first tranche consisted of a partially convertible secured note due December 2011. Half of the principal amount of that note is convertible into common stock at $0.26 per share. The convertible portion is convertible into a total of 13,461,538 shares.
The first tranche also included warrants for 6 million shares with an exercise price of $0.32.
The second tranche was to have closed upon the beginning of phase 3 clinical studies of Neoprobe's Lymphoseek product. According to the filing, Platinum-Montaur agreed to waive certain conditions necessary for the second closing, which settled April 16.
It consisted of a $3 million 10% series B convertible senior secured promissory note due Dec. 26, 2011 and a five-year warrant for 8,333,333 common shares at $0.46 per share. The note is convertible at $0.36 per share.
Closing of the third tranche will occur when 200 eligible patients are enrolled in the phase 3 clinical studies. It will consist of $3 million of convertible preferred stock and warrants for a number of shares equal to the number of shares underlying the preferreds.
The preferred stock will be convertible at the lesser of $0.50 per share or the closing price of Neoprobe's stock before settlement.
The third tranche will include warrants for the number of shares underlying the preferreds. The warrant strike price for the third tranche will be equal to 115% of the conversion price of the preferreds.
WBB Securities LLC is the placement agent.
Proceeds from the first tranche were used to repay $5.7 million of notes that were due in January 2009.
Neoprobe is a Dublin, Ohio-based biomedical company focused on improving cancer surgery outcomes.
| Issuer: | Neoprobe corp.
|
| Issue: | Partially convertible secured note; fully convertible secured note; convertible preferred stock
|
| Amount: | $13 million
|
| Agent: | WBB Securities LLC
|
| Investor: | Platinum Montaur Life Sciences LLC
|
| Announcement date: | Dec. 27
|
| Settlement date: | Dec. 27 (for $7 million), April 18 (for $3 million)
|
| Stock symbol: | OTCBB: NEOP
|
| Stock price: | $0.29 at close Dec. 27
|
|
|
| Partially convertible note (first tranche)
|
| Amount: | $7 million
|
| Maturity: | December 2011
|
| Conversion ratio: | $3.5 million principal amount into 13,461,538 shares
|
| Conversion price: | $0.26
|
| Warrants: | For 6 million shares
|
| Warrant strike price: | $0.32
|
|
|
| Fully convertible note (second tranche)
|
| Amount: | $3 million
|
| Maturity: | Dec. 26, 2011
|
| Conversion price: | $0.36
|
| Warrants: | For 8,333,333 shares
|
| Warrant expiration: | Five years
|
| Warrant strike price: | $0.46
|
|
|
| Preferred stock (third tranche)
|
| Amount: | $3 million
|
| Conversion price: | Lesser of $0.50 and closing price of stock before settlement
|
| Warrants: | For number of shares underlying note
|
| Warrant strike price: | 115% of conversion price
|
© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere.
For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.
