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EX-99.2 - REGISTRATION RIGHTS AGREEMENT - ChromaDex Corp. | ex99-2.htm |
EX-99.1 - SECURITIES PURCHASE AGREEMENT - ChromaDex Corp. | ex99-1.htm |
8-K - CURRENT REPORT - ChromaDex Corp. | cdxc8k_nov32017.htm |
Exhibit
99.3
ChromaDex Announces $23 million Private Placement of Common
Stock
Private Placement Led By High Profile Venture Capitalists and
Strategic Investors
IRVINE,
Calif., Nov. 6, 2017 (GLOBE NEWSWIRE) – ChromaDex Corp.
(NASDAQ:CDXC), a science-based, fully integrated nutraceutical
company devoted to extending human healthspan, announced today that
it has entered into a securities purchase agreement for the sale of
approximately $23 million of its common stock in a private
placement. The private placement was led by high profile venture
capitalists and international strategic investors. The private
placement is expected to close on or about November 17, 2017,
subject to the satisfaction of customary closing conditions. In
connection with the investment, the Company agreed to sell
5,609,755 shares of its common stock at a per share price of $4.10,
for gross proceeds of approximately $23 million.
The net
proceeds from the private placement are expected to provide
ChromaDex with added resources to accelerate its plan to solve the
problem of aging, emphasizing NAD+ in general and TRU
NIAGEN™ in particular.
The financing will fuel international expansion, enhance domestic
initiative and drive clinical research. The investment will also
support general corporate purposes.
Frank
Jaksch, Jr., CEO and co-founder of ChromaDex, commented,
“ChromaDex is the world’s authority on NAD+ precursors
and we now have the assets in place to further our R&D around
the anti-aging capabilities of NIAGEN® and to accelerate our
pipeline of additional NAD+ precursors.”
Robert
Fried, President and Chief Strategy Officer of ChromaDex, added,
“We are grateful for the support of these important investors
and plan to build on the successful Watsons retail launch of TRU
NIAGEN™ in Hong
Kong.”
The
shares of common stock being sold in the private placement will not
have been registered under the Securities Act of 1933, as amended
(the “Act”). Accordingly, such shares may not be
offered or sold in the United States except pursuant to an
effective registration statement or an applicable exemption from
the registration requirements under the Act. In connection with the
private placement, ChromaDex has entered into a registration rights
agreement with the investors. Additional details about the
transaction are included in a Form 8-K filed by ChromaDex
concurrently with this release.
About TRU NIAGEN™
TRU
NIAGEN™ is a
cutting-edge form of vitamin B3 that has been
clinically shown to enhance cellular energy production– our
body’s most essential energy source, fueling all our
functions and critical for defending our health. It is the
most trusted NR brand, developed and made by the team that
pioneered the ingredient and who continues to lead its research,
ChromaDex. Learn more at www.truniagen.com
About NIAGEN® Nicotinamide
Riboside and NAD+
NIAGEN® is
the world’s first and only commercially available,
nature-identical form of nicotinamide riboside (NR). NR is a
next-generation form of vitamin B3 that acts as
a potent and bioavailable booster of nicotinamide adenine
dinucleotide (NAD+), which is vital to functions that ensure proper
cellular and energy metabolism. NAD+ enables the mitochondria
– the ‘powerhouses of the cell’ to convert the
food we eat into the energy our body needs to sustain all its
functions. It is essential for life.
A
decade’s worth of pre-clinical research, along
with the first published
human clinical trial, demonstrate that supplementing with NR
effectively boosts NAD+ levels in both animals and people. With six
patents issued and more pending, NIAGEN® is a novel ingredient
brought to you only by ChromaDex. Its data was reviewed by
the US Food and Drug Administration as part of its New
Dietary Ingredient (NDI) notification which made it available for
use in dietary supplements. NIAGEN® is also
generally recognized as safe (GRAS). For additional information
about NIAGEN®,
visit www.Chromadex.com.
For additional information about NR or NAD+,
visit www.aboutnr.com.
About ChromaDex:
ChromaDex
leverages its complementary business units to discover, acquire,
develop and commercialize patented and proprietary ingredient
technologies that address the dietary supplement, food, beverage,
skin care and pharmaceutical markets. In addition toour ingredient
technologies unit, we also have business units focused on natural
product fine chemicals (known as "phytochemicals"), chemistry and
analytical testing services, and product regulatory and safety
consulting. As a result of our relationships with leading
universities and research institutions, we can discover and license
early stage, IP-backed ingredient technologies. We then utilize our
in-house chemistry, regulatory and safety consulting business units
to develop commercially viable ingredients. Our ingredient
portfolio is backed with clinical and scientific research, as well
as extensive IP protection. Our portfolio of patented ingredient
technologies includes
NIAGEN® nicotinamide riboside;pTeroPure®
pterostilbene;PURENERGY®,
a caffeine-pTeroPure®
co-crystal;IMMULINA™,
a spirulina extract; and
AnthOrigin®, anthocyanins derived from a
domestically-produced, water-extracted purple corn. To learn more
about ChromaDex, please visit www.ChromaDex.com.
Forward-Looking Statements:
This
release contains forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities and Exchange Act of 1934, as
amended, including, without limitation, statements related to the
anticipated proceeds to be received in the private placement,
whether the proceeds will provide ChromaDex with added resources to
accelerate its plan to solve the problem of aging, whether the
proceeds will fuel international expansion, enhance domestic
initiative and drive clinical research, whether ChromaDex is the
authority on NAD+ precursors, whether ChromaDex has the assets in
place to further its R&D around the anti-aging capabilities of
NIAGEN® and whether ChromaDex will build on the Watsons retail
launch of TRU NIAGEN™ in Hong Kong.
Statements that are not a description of historical facts
constitute forward-looking statements and may often, but not
always, be identified by the use of such words as "expects",
"anticipates", "intends", "estimates", "plans", "potential",
"possible", "probable", "believes", "seeks", "may", "will",
"should", "could" or the negative of such terms or other similar
expressions. More detailed information about ChromaDex and the risk
factors that may affect the realization of forward-looking
statements is set forth in ChromaDex's Annual Report on Form 10-K
for the fiscal year ended December 31, 2016 and other filings
submitted by ChromaDex to the SEC, copies of which may be obtained
from the SEC's website at www.sec.gov.
Readers are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date hereof,
and actual results may differ materially from those suggested by
these forward-looking statements. All forward-looking statements
are qualified in their entirety by this cautionary statement and
ChromaDex undertakes no obligation to revise or update this release
to reflect events or circumstances after the date
hereof.
ChromaDex Investor Relations Contact:
Andrew
Johnson, Director of Investor Relations
949-419-0288
andrewj@chromadex.com
ChromaDex Public Relations Contact:
Breah
Ostendorf, Director of Marketing
949-537-4103
breaho@chromadex.com
END
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