IRVINE, Calif., March 10, 2014 /PRNewswire/ -- PRO-DEX, INC.
(NasdaqCM: PDEX) today announced that a record date of March 20, 2014 (the "Record Date") has been set
for the Company's planned rights offering (the "Rights Offering").
On December 17, 2013, Pro-Dex filed a
registration statement on Form S-3 with the Securities and Exchange
Commission (the "SEC") with respect to the Rights Offering, which
was subsequently amended via Amendment No.1 to Form S-3, filed with
the SEC on March 5, 2014 (the
"Registration Statement").
![www.pro-dex.com www.pro-dex.com](http://photos.prnewswire.com/prnvar/20111025/LA93174LOGO-c)
The rights offering will be made through the Company's
distribution to its existing shareholders as of the Record Date of
non-transferable subscription rights to purchase their pro rata
portion of newly issued shares of the Company's common stock. The
subscription price has not yet been determined. The dates for
both the subscription period and the expiration of the rights
offering will be included in the final prospectus that will be
filed with the SEC. The purpose of this rights offering is to raise
equity capital in a cost-effective manner that gives all of the
Company's existing shareholders the opportunity to participate on a
pro rata basis. The Company intends to use the net proceeds from
the rights offering to pursue strategic opportunities that may
present themselves from time to time or, if not used to pursue
strategic opportunities, for working capital and general corporate
purposes, including to fund ongoing research and development and
product initiatives. Also, to the extent net proceeds of the
rights offering are not deployed, some of the funds may be invested
in accordance with the terms of the Company's Surplus Capital
Investment Policy.
Upon completion of the rights offering, the Company expects to
receive gross proceeds of approximately $2.8
million before expenses, subject to the Company's right to
reduce the rights offering in order to preserve certain of the
Company's tax attributes, such as net operating loss carry
forwards. The Company has received a standby commitment from AO
Partners, LLC and Farnam Street Capital, Inc. (collectively the
"Standby Purchasers"). Nicholas J.
Swenson, a director of the Company, is the Managing Member
of AO Partners, LLC. Raymond E.
Cabillot, a director of the Company, is Chief Executive
Officer and a director of Farnam Street Capital, Inc. The Standby
Purchasers have agreed to purchase any and all shares of common
stock that are not subscribed for by shareholders in connection
with the rights offering up to an aggregate amount of $2.8 million, subject to the Company's right to
reduce the number of shares purchased by the Standby Purchasers in
order to preserve the above-referenced tax attributes. The
Company believes preservation of the tax attributes referenced
above may result in the Company imposing material limitations on
the Standby Purchasers' ability to purchase stock under the terms
of the standby commitment. However, such limitations are
subject to change based on further study of such tax
attributes.
The information in the Registration Statement is not complete
and may be changed. The Company may not sell these securities until
the Registration Statement filed with the SEC is effective. Neither
the Registration Statement nor this release is an offer to sell
these securities and it is not a solicitation of an offer to buy or
sell these securities in any jurisdiction where the offer or sale
is not permitted. The securities may not be sold nor may offers to
buy be accepted prior to the time the Registration Statement
becomes effective.
About Pro-Dex, Inc.:
Pro-Dex, Inc., with operations in California and Oregon, specializes in the design, development
and manufacture of powered rotary drive surgical and dental
instruments used primarily in the orthopedic, spine, maxocranial
facial and dental markets. Its OMS division designs and
manufactures embedded motion control systems serving the medical,
dental, semi-conductor and scientific research markets. Pro-Dex's
products are found in hospitals, dental offices, medical
engineering labs, scientific research facilities and high tech
manufacturing operations around the world. For more information,
visit the Company's website at www.pro-dex.com.
Statements herein concerning the Company's plans, growth and
strategies may include 'forward-looking statements' within the
context of the federal securities laws. Statements regarding the
Company's future events, developments and future performance, as
well as management's expectations, beliefs, plans, estimates or
projections relating to the future, are forward-looking statements
within the meaning of these laws. The Company's actual results may
differ materially from those suggested as a result of various
factors. Interested parties should refer to the disclosure
concerning the operational and business concerns of the Company set
forth in the Company's filings with the Securities and Exchange
Commission.
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SOURCE Pro-Dex, Inc.