SAN DIEGO, May 31 /PRNewswire-FirstCall/ -- Sequenom, Inc. today announced that its stockholders have approved the Company’s private placement financing to raise gross proceeds of $33 million through commitments from ComVest Investment Partners II LLC (“Comvest”), Pequot Private Equity Fund IV, L.P. (“Pequot”), LB I Group, Inc. (an affiliate of Lehman Brothers), and Siemens Venture Capital GmbH. The terms of the private placement have been previously announced. The financing is subject to certain closing conditions that the Company expects to satisfy by June 2, 2006. Net proceeds from the financing will be used for general working capital purposes. Upon closing, Larry E. Lenig, Jr. of ComVest and Patrick G. Enright of Pequot will join Sequenom’s Board of Directors.
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“This infusion of cash will provide us with the financial runway to focus on and grow our core business of providing outstanding genetic analysis solutions for our customers, and at the same time execute on our synergistic non-invasive prenatal and molecular diagnostics initiatives,” said Harry Stylli, M.B.A., Ph.D., President and Chief Executive Officer of Sequenom. “I am very excited about Sequenom’s prospects for the future and for our stockholders.”
At the Company’s annual meeting held today, stockholders also approved amendment of the Company’s certificate of incorporation to affect a reverse stock split ranging from 1-for-2 to 1-for-6, the election of directors Ronald M. Lindsay, Ph.D., and Charles R. Cantor, Ph.D., amendments to the Company’s certificate of incorporation and bylaws to declassify the Company’s Board of Directors, the adoption of the Company’s 2006 Equity Incentive Plan, amendment to the Company’s certificate of incorporation to increase the authorized shares of common stock to 185,000,000, and the Audit Committee’s selection of Ernst & Young, LLP as the Company’s independent registered public accounting firm for 2006. The Company did not receive the required supermajority approval by stockholders for an additional proposed amendment to its certificate of incorporation to remove Article XI and proposed amendment and restatement of its bylaws.
The voting results contained in this press release are preliminary results. Final voting results from the Company’s annual meeting of stockholders will be published in the Company’s Quarterly Report on Form 10-Q for the second quarter of 2006.
About Sequenom
Sequenom is committed to providing the best genetic analysis products that translate genomic science into superior solutions for non-invasive prenatal testing, biomedical research, molecular medicine and agricultural applications. The Company’s proprietary MassARRAY system is a high-performance DNA analysis platform that efficiently and precisely measures the amount of genetic target material and variations therein. The system is able to deliver reliable and specific data from complex biological samples and from genetic target material that is only available in trace amounts. The Company has exclusively licensed intellectual property rights for the development and commercialization of non-invasive prenatal genetic tests for use with the MassARRAY system and other platforms.
Sequenom(R) and MassARRAY(R) are trademarks of Sequenom, Inc.
The private placement shares will be issued under Regulation D of the Securities Act of 1933, as amended. The securities offered in the private placement have not been registered under the Securities Act of 1933, as amended, or state securities laws and may not be offered or sold in the United States absent registration with the Securities and Exchange Commission or an applicable exemption from registration requirements. The Company has committed to prepare and file a registration statement covering the resale of the common stock purchased by the investors within 30 days of closing and will use its best efforts to obtain effectiveness as soon as practical. This press release is not an offer to sell or the solicitation of an offer to buy the securities to be issued in the private placement or any other securities of the Company.
Except for the historical information contained herein, the matters set forth in this press release regarding the private placement of common stock, including statements regarding the expected closing and closing date of the transaction, the use of net proceeds from the transaction, and obtaining an effective registration statement for the resale of the issued securities, the growth of the Company’s business, the execution of the Company’s initiatives and the future prospects of the Company and its stockholders, are forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially, including the risks and uncertainties associated with the Company’s ability to complete the private placement, including the risk that the Company fails to satisfy any or all of the closing conditions, as well as other risks described from time to time in Sequenom’s SEC filings, including Sequenom’s most recent Annual Report on Form 10-K, most recent Quarterly Report on Form 10-Q, and its subsequent filings. These forward-looking statements are based on current information that is likely to change. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. All forward-looking statements are qualified in their entirety by this cautionary statement, and Sequenom undertakes no obligation to revise or update any forward-looking statement to reflect events or circumstances after the issuance of this press release.
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CONTACT: Clarke Neumann, Investor Relations of Sequenom, Inc.,+1-858-202-9206, cneumann@sequenom.com
Web site: http://www.sequenom.com//
