Cancer Genetics Announces 1-for-30 Reverse Stock Split
October 24 2019 - 7:30AM
Cancer Genetics, Inc. (Nasdaq: CGIX), a leader in drug discovery
and preclinical oncology and immuno-oncology services, today
announced that it will effect a 1-for-30 reverse stock split of its
outstanding common stock. This will be effective for trading
purposes as of the commencement of trading on Friday, October 25,
2019.
The reverse stock split is intended to increase
the per share trading price of Cancer Genetics’ common stock to
satisfy the $1.00 minimum bid price requirement for continued
listing on The Nasdaq Capital Market (Rule 5550(a)(2)). Cancer
Genetics’ common stock will continue to trade on The Nasdaq Capital
Market under the symbol “CGIX” and under a new CUSIP number,
13739U203. As a result of the reverse stock split, every 30
pre-split shares of common stock outstanding will become one share
of common stock. The par value of the Company’s common stock will
remain unchanged at $0.0001 per share after the reverse stock
split. The reverse stock split will not change the authorized
number of shares of the Company’s common stock. The reverse stock
split will affect all stockholders uniformly and will not alter any
stockholder’s percentage interest in the Company’s equity, except
to the extent that the reverse stock split results in some
stockholders owning a fractional share. No fractional shares will
be issued in connection with the reverse split. Stockholders who
would otherwise be entitled to receive a fractional share will
instead receive a cash payment based on today’s closing price of
the Company’s common stock as reported on Nasdaq. The reverse split
will also apply to common stock issuable upon the exercise of
Cancer Genetics’ outstanding warrants and stock options, with a
proportionate adjustment to the exercise prices thereof, and under
the Company’s equity incentive plans.
The reverse stock split will reduce the number
of shares of common stock issued and outstanding from approximately
63.0 million to approximately 2.1 million.
On May 31, 2019, the holders of a majority of
the Company’s outstanding shares of common stock approved the
reverse stock split and gave the Company’s board of directors
discretionary authority to select a ratio for the split ranging
from 1-for-5 to 1-for-30. The board of directors approved the
reverse stock split at a ratio of 1-for-30 on October 18, 2019.
Continental Stock Transfer & Trust Company
is acting as the exchange agent and transfer agent for the reverse
stock split. Stockholders holding their shares in book-entry form
or in brokerage accounts need not take any action in connection
with the reverse stock split. Beneficial holders are encouraged to
contact their bank, broker or custodian with any procedural
questions.
About Cancer Genetics, Inc.
Through the acquisition of vivoPharm, the
Company offers proprietary preclinical test systems supporting
clinical diagnostic offerings at early stages, valued by the
pharmaceutical industry, biotechnology companies and academic
research centers. vivoPharm specializes in conducting studies
tailored to guide drug development, starting from compound
libraries and ending with a comprehensive set of in vitro and in
vivo data and reports, as needed for Investigational New Drug
filings. The Company recorded revenue from its Discovery Services
business from continuing operations of $4.9 million for the full
year 2018 and $3.3 million in the first half of 2019.
Forward-Looking Statements
This press release contains forward-looking
statements within the meaning of the Private Securities Litigation
Reform Act of 1995. All statements pertaining to Cancer Genetics,
Inc.’s expectations regarding future financial and/or operating
results, potential for our tests and services and future revenues
or growth in this press release constitute forward-looking
statements.Any statements that are not historical fact (including,
but not limited to, statements that contain words such as “will,”
“believes,” “plans,” “anticipates,” “expects,” “estimates”) should
also be considered to be forward-looking statements.
Forward-looking statements involve risks and uncertainties,
including, without limitation, risks with respect to our ability to
collect on future income or payment streams and settle with our
creditors, risks with respect to our ability to successfully
operate the Discovery Services business, risks with respect to our
ability to obtain future capital to satisfy our obligations to our
lenders and creditors, regulatory risks, risks of cancellation of
customer contracts or discontinuance of trials, uncertainties with
respect to evaluating strategic options, maintenance of
intellectual property rights, risks with respect to maintaining our
listing on Nasdaq, and other risks discussed in the Cancer
Genetics, Inc. Form 10-K for the year ended December 31, 2018 and
Form 10-Q for the quarter ended June 30, 2019, along with other
filings with the Securities and Exchange Commission. These
forward-looking statements speak only as of the date hereof. Cancer
Genetics, Inc. disclaims any obligation to update these
forward-looking statements.
Investor Contacts:John A. RobertsEmail:
jay.roberts@cgix.com
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