SOUTH SAN FRANCISCO, Calif., May 22 /PRNewswire-FirstCall/ -- Monogram Biosciences, Inc. today announced that the previously announced $25 million investment by Pfizer, Inc had closed and that the conversion price of the convertible note had been set at $2.7048.
Monogram had previously announced that Pfizer would invest $25 million in Monogram through a 3% Senior Secured Convertible Note, payable in May 2010. The Note bears interest at 3%, payable quarterly in cash, or at Monogram’s option, in Monogram Common Stock, subject to certain limitations. The Note is dated May 19, 2006 and is due on May 19, 2010, unless converted earlier. The Note is convertible at Pfizer’s option into Monogram Common Stock at a conversion price initially set at $2.7048. This conversion price has been established at a 20% premium to the average closing price of Monogram Common Stock during the five trading days preceding the issuance of the Note. Monogram is obligated to file a registration statement for the estimated number of shares of Common Stock underlying the Note within thirty days of issuance of the Note. After this registration statement is effective, the Note will automatically convert at any time should the closing price of Monogram’s Common Stock be greater than $4.06 (150% of the conversion price) for twenty out of thirty consecutive trading days. The Note is secured by all assets related to Monogram’s HIV testing business, is subject to certain covenants by Monogram and is senior in right of payment to all existing and future indebtedness, subject to certain limited exceptions.
About Monogram
Monogram is advancing individualized medicine by discovering, developing and marketing innovative products to guide and improve treatment of serious infectious diseases and cancer. The Company’s products are designed to help doctors optimize treatment regimens for their patients that lead to better outcomes and reduced costs. The Company’s technology is also being used by numerous biopharmaceutical companies to develop new and improved antiviral therapeutics and vaccines as well as targeted cancer therapeutics. More information about the Company and its technology can be found on its web site at http://www.monogrambio.com.
Forward Looking Statements
Certain statements in this press release are forward-looking. These forward looking statements are subject to risks and uncertainties and other factors, which may cause actual results to differ materially from the anticipated results or other expectations expressed in such forward-looking statements. These risks and uncertainties include, but are not limited to: expected reliance on a few customers for the majority of our revenues; the annual renewal of certain customer agreements; actual market acceptance of our products and adoption of our technological approach and products by pharmaceutical and biotechnology companies; our estimate of the size of our markets; our estimates of the levels of demand for our products; the impact of competition; the timing and ultimate size of pharmaceutical company clinical trials; the potential impact of cash and or stock payments by us on the Contingent Value Rights issued to former stockholders of ACLARA; and whether we will be able to raise sufficient capital in the future, if required. For a discussion of other factors that may cause our actual events to differ from those projected, please refer to our most recent annual report on Form 10-K and quarterly reports on Form 10-Q, as well as other subsequent filings with the Securities and Exchange Commission. We do not undertake, and specifically disclaim any obligation, to revise any forward-looking statements to reflect the occurrence of anticipated or unanticipated events or circumstances after the date of such statements.
contacts: Alfred G. Merriweather Jeremiah Hall Chief Financial Officer Feinstein Kean Healthcare Tel: 650 624 4576 Tel: 415 677-2700 amerriweather@monogrambio.comjeremiah.hall@fkhealth.com
Monogram Biosciences, Inc.
CONTACT: Alfred G. Merriweather, Chief Financial Officer, MonogramBiosciences, Inc., +1-650-624-4576, amerriweather@monogrambio.com; JeremiahHall, of Feinstein Kean Healthcare, +1-415-677-2700,jeremiah.hall@fkhealth.com, for Monogram Biosciences, Inc.
Web site: http://www.monogrambio.com/
