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Authentidate Holding Corp. Prices $4.045 Million Public Offering And Reaches Definitive Agreements For The Cancellation Of $6.5 Million Of Senior Notes

Stock quotes in this article: ADAT

BERKELEY HEIGHTS, N.J., June 12, 2013 (GLOBE NEWSWIRE) -- Authentidate Holding Corp. (Nasdaq:ADAT), a provider of secure web-based software applications and telehealth products and services for healthcare organizations, announced today that it has priced an underwritten public offering of 4,257,895 units at a price to the public of $0.95 per unit, resulting in gross proceeds of approximately $4.045 million. Each unit consists of one share of common stock and one warrant to purchase one share of common stock at an exercise price of $0.95 per share. Net proceeds, after underwriting discount and other estimated fees and expenses payable by the company, are expected to be approximately $3.6 million.  

The offering is expected to close on or about June 17, 2013, subject to satisfaction of customary closing conditions. Authentidate has granted the underwriters a forty-five (45) day option to purchase up to 425,790 additional shares and additional warrants to purchase up to 425,790 shares to cover over-allotments, if any. J.P. Turner & Company, LLC is acting as the sole underwriter for the proposed offering.

The securities described above are being offered by Authentidate pursuant to a shelf registration statement that was previously filed with and declared effective by the Securities and Exchange Commission (SEC). A preliminary prospectus supplement related to the offering was filed with the SEC on June 4, 2013. A final prospectus supplement relating to the offering will be filed with the SEC. Electronic copies of the prospectus supplement and accompanying prospectus can be obtained through the website of the SEC at www.sec.gov. When available, copies of the final prospectus supplement and the accompanying prospectus relating to this offering may be obtained from J.P. Turner & Company, LLC, Attention: Jeffrey Johnson, by telephone at (404) 479-8300, or by email at jjohnson@jpturner.com.  

Authentidate also announced today that it has entered into definitive agreements with a number of holders of its outstanding senior notes and other investors to issue an aggregate of $6,650,000 of new shares of convertible preferred stock and warrants to purchase an aggregate of 6,650,000 shares of common stock in consideration of the cancellation of $6,500,000 of senior notes and $150,000 in additional cash proceeds. The shares of preferred stock, to be designated as Series D Preferred Stock, will be initially convertible into an aggregate of 6,125,024 shares of common stock at the initial conversion rate of $1.08571 per share, subject to adjustment solely in the event of stock dividends, combinations, splits, recapitalizations, and similar events. The warrants are exercisable at $0.95 per share for a period of 54 months commencing on the six month anniversary of the closing date.  After the closing, an aggregate principal amount of $850,000 of senior notes will remain outstanding, which will be due and payable on October 31, 2013.  

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