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8-K - NAVIDEA BIOPHARMACEUTICALS, INC. | v210272_8-k.htm |
Exhibit
99.1
IMMEDIATE
RELEASE
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February
7, 2011
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NEOPROBE
COMMON STOCK APPROVED FOR LISTING ON NYSE AMEX
DUBLIN,
OHIO – February 7, 2011 -- Neoprobe Corporation (OTCBB: NEOP), a diversified
developer of innovative oncology surgical and diagnostic products, today
announced that its common stock has been cleared for listing on the NYSE
Amex. The Company's common stock, which currently trades on the OTC
Bulletin Board, will begin trading on the NYSE Amex on or about February 10,
2011. In connection with the listing the Company’s ticker symbol will
change to “NEOP” from “OTCBB:NEOP”.
“Joining
the NYSE Amex is a major growth milestone for our shareholders and employees,”
said David C. Bupp, President and Chief Executive Officer of Neoprobe
Corporation. “The NYSE Amex listing will provide Neoprobe with improved
liquidity and expanded visibility in the investment community, allowing us to
strengthen and grow our investor base.”
“We are
pleased to welcome Neoprobe to the NYSE Euronext family of listed companies,"
said Scott Cutler, EVP and Co-Head of U.S. Listings and Cash Execution, NYSE
Euronext. "Neoprobe and its shareholders will benefit from the superior market
quality, services and technology provided by NYSE Amex. We look forward to a
great partnership.”
Mr. Bupp
continued, “Enhanced investor visibility will be important to our ongoing
business strategy and to building shareholder value as Neoprobe achieves
upcoming development and commercial milestones, including completion of
enrollment in our Lymphoseek® NEO3-09
Phase 3 clinical study conducted in subjects with breast cancer or melanoma,
disclosure of the NEO3-09 clinical study data, the filing of our Lymphoseek NDA,
the completion of our FDA pre-IND meeting for RIGScan™, and additional progress
milestones on RIGScan development. We believe this sequential line-up
of achievements over the coming months represents important progress and will
continue to add value for the Company and its shareholders.”
Neoprobe
has worked closely with officials at NYSE Amex over the past several weeks
regarding the Company's application for listing. To ensure all the
required information provided to the NYSE Amex in connection with our
application has been adequately disclosed to the investing public, Neoprobe is
providing the following pro forma financial information to update the Company’s
financial position reported in its most recently completed quarterly filing with
the Securities and Exchange Commission for the nine months ended September 30,
2010, as impacted by certain financing transactions outlined in the footnotes to
the table below:
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NEOPROBE
CORPORATION
ADD
- 2
Neoprobe
Corporation
Condensed
Pro Forma Balance Sheet
September
30,
2010
Actual
|
Pro
Forma
Adjustment
(1)(2)(3)
|
September
30,
2010
Pro
Forma
|
||||||||||
Cash
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$ | 2,611,210 | $ | 5,551,872 |
(1)
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$ | 8,163,082 | |||||
Derivative
liabilities – current
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-- | 125,357 |
(1)(2)
|
125,357 | ||||||||
Derivative
liabilities – long term
|
1,377,406 | (1,055,277 | ) |
(1)(2)(3)
|
322,129 | |||||||
Other
liabilities
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4,494,319 | 4,494,319 | ||||||||||
Total
liabilities
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5,871,725 | 4,941,805 | ||||||||||
Stockholders’
equity:
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||||||||||||
Preferred
stock
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11 | 11 | ||||||||||
Common
stock
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82,447 | 3,158 |
(1)
|
85,605 | ||||||||
Additional
paid-in capital
|
249,825,422 | 6,478,634 |
(1)(2)(3)
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256,304,056 | ||||||||
Accumulated
deficit
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(248,792,063 | ) | (248,792,063 | ) | ||||||||
Total
stockholders’ equity
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1,115,817 | 7,597,609 | ||||||||||
Total
capitalization
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$ | 6,987,542 | $ | 12,539,414 |
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(1)
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As
a result of issuing 3,157,896 shares of common stock in exchange for $6
million in gross proceeds in a financing that closed on November 10, 2010,
the Company increased cash by $5,551,872, derivative liabilities related
to warrants by $1,241,921, common stock by $3,158, and additional paid-in
capital by $4,306,793.
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(2)
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The
pro forma adjustment reflects a change in the treatment of warrants issued
in connection with the common stock issued in the November 10, 2010
financing. All such warrants were initially recorded as
liabilities at the time of the offering. However, in December
2010 and January 2011, the majority of the warrants issued in this
financing were amended to eliminate provisions resulting in derivative
treatment. The pro forma presentation reflects $931,441 related
to the amended warrants that was reclassified from derivative liabilities
to additional paid-in capital as a result of the
amendments.
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(3)
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The
pro forma adjustment reflects the treatment of 790,000 warrants that were
amended in January 2011 to eliminate provisions resulting in derivative
treatment. The warrants were recorded as liabilities prior to
their amendment. The pro forma presentation reflects $1,240,400
related to the amended warrants that was reclassified from derivative
liabilities to additional paid-in capital as a result of the
amendments.
|
Contacts:
Neoprobe
-- Brent Larson, Sr. VP & CFO – (614) 822-2330
Investor
Relations – Michael Rice, LifeSci Advisors -- (201) 408-4923
Public
Relations/Media Relations – Mark Marmur, Makovsky & Co. -- (212)
508-9670
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NEOPROBE
CORPORATION
ADD
- 3
About
Neoprobe
Neoprobe
is a biomedical company focused on enhancing patient care and improving patient
outcome by meeting the critical intraoperative diagnostic information needs of
physicians and therapeutic treatment needs of patients. Neoprobe
currently markets the neoprobe® GDS line
of gamma detection systems that are widely used by cancer
surgeons. In addition, Neoprobe holds significant interests in the
development of related biomedical systems and radiopharmaceutical agents
including Lymphoseek® and
RIGScanTM
CR. Neoprobe’s subsidiary, Cira Biosciences, Inc., is also
advancing a patient-specific cellular therapy technology platform called
ACT. Neoprobe’s strategy is to deliver superior growth and
shareholder return by maximizing its strong position in gamma detection
technologies and diversifying into new, synergistic biomedical markets through
continued investment and selective acquisitions. www.neoprobe.com
Statements
in this news release, which relate to other than strictly historical facts, such
as statements about the Company’s plans and strategies, expectations for future
financial performance, new and existing products and technologies, anticipated
clinical and regulatory pathways, and markets for the Company’s products are
forward-looking statements The words “believe,” “expect,”
“anticipate,” “estimate,” “project,” and similar expressions identify
forward-looking statements that speak only as of the date
hereof. Investors are cautioned that such statements involve risks
and uncertainties that could cause actual results to differ materially from
historical or anticipated results due to many factors including, but not limited
to, the Company’s continuing operating losses, uncertainty of market acceptance
of its products, reliance on third party manufacturers, accumulated deficit,
future capital needs, uncertainty of capital funding, dependence on limited
product line and distribution channels, competition, limited marketing and
manufacturing experience, risks of development of new products, regulatory risks
and other risks detailed in the Company’s most recent Annual Report on Form 10-K
and other Securities and Exchange Commission filings. The Company
undertakes no obligation to publicly update or revise any forward-looking
statements.
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