Medgenics, Inc. (NYSE MKT: MDGN and AIM: MEDU, MEDG) (the “Company” or “Medgenics”), the developer of a novel platform technology for the sustained production and delivery of therapeutic proteins in patients using their own tissue, today announced that it has priced an underwritten public offering of 5,600,000 shares of common stock and Series 2013-A warrants to purchase up to an aggregate of 2,800,000 shares of common stock at an initial exercise price of $6.78. The shares and the warrants will be sold together as a fixed combination, each consisting of one share of common stock and a warrant to purchase one-half of a share of common stock, at a price to the public of $5.25 per fixed combination. The shares of common stock and warrants will be issued separately. Gross proceeds to Medgenics will be $29,400,000. The offering is expected to close on February 13, 2013, subject to customary closing conditions.
Maxim Group LLC is acting as sole book-running manager for the offering. National Securities Corporation and MLV & Co. are acting as co-managers for the offering. Nomura Code Securities Limited and SVS Securities Plc acted as sub-agents to the offering in Europe. Medgenics has granted the underwriters a 45-day option to purchase up to an aggregate of 840,000 additional shares of common stock and/or additional warrants to purchase up to an aggregate of 420,000 shares of common stock.
The securities described above are being offered pursuant to a prospectus supplement and an accompanying prospectus filed by Medgenics as part of a shelf registration statement, previously filed with and declared effective by the U.S. Securities and Exchange Commission (the "SEC"). A preliminary prospectus supplement related to the offering, together with the accompanying prospectus, was filed with the SEC on February 7, 2013. A final prospectus supplement related to the offering, together with the accompanying prospectus, will be filed with the SEC. The preliminary prospectus supplement, together with the accompanying prospectus, is available, and the final prospectus supplement, together with the accompanying prospectus, will be available, on the SEC's website at http://www.sec.gov. In addition, copies of the preliminary prospectus supplement and the accompanying prospectus, and the final prospectus supplement and accompanying prospectus, when available, may be obtained from Maxim Group LLC, Equity Syndicate Prospectus Department, 405 Lexington Avenue, 2 nd Floor, New York, NY, 10022, or by telephone at 1-212-895-3745, or by email at firstname.lastname@example.org.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction.
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