BETHESDA, Md., Oct. 7 /PRNewswire-FirstCall/ -- Spherix Incorporated (Nasdaq: SPEX), an innovator in biotechnology for therapy in diabetes, metabolic syndrome and atherosclerosis; and providers of technical and regulatory consulting services to food, supplement, biotechnology and pharmaceutical companies, today announced that it has entered into agreements to sell $5.25 million of shares of its Series B Convertible Preferred Stock and warrants to purchase shares of its common stock in a registered offering to institutional investors. Each share of Series B Convertible Preferred Stock is convertible at the option of the holder, at any time during its existence, into approximately 800 shares of common stock at a conversion price of $1.25 per share of common stock for a total of approximately 4.2 million common shares. In connection with the offering, the investors received warrants to purchase up to 2.1 million shares of common stock. The warrants have an exercise price of $1.50 per warrant share, and are exercisable immediately upon issuance and terminate 60 months after the date of issuance. The Company intends to use the net proceeds from the offering to continue the development of D-tagatose for diabetes and triglycerides, as well as for general corporate purposes. Shares of the Series B Convertible Preferred Stock will receive dividends in the same amount as any dividends declared and paid on shares of common stock and have no voting rights on general corporate matters. The closing of the offering is expected to occur on October 13, 2010 or earlier, at which time the Company will receive the cash proceeds and deliver the securities. Rodman & Renshaw, LLC, a wholly-owned subsidiary of Rodman & Renshaw Capital Group, Inc. (Nasdaq: RODM), acted as the exclusive placement agent for the offering.