iCAD, Inc. Announces $7.0 Million Private Placement of Unsecured Subordinated Convertible Debentures
Added Funds to support global commercialization of cancer
detection capability and cancer therapy technology
NASHUA,
N.H., December 20, 2018 — iCAD, Inc.
(NASDAQ: ICAD), a global medical
technology company providing innovative cancer detection and therapy solutions,
today announced that it has entered into definitive agreements to sell
unsecured subordinated convertible debentures, due three years following
issuance, to certain institutional and accredited investors, including participation
by all directors and executive officers of iCAD, in a private placement with
gross proceeds of approximately $7.0 million.
iCAD expects to close the sale of the debentures on or about December
21, 2018, subject to the satisfaction of customary closing conditions.
With the recent U.S. FDA clearance of ProFound AI for
mammography, a high-performance, cancer detection AI technology, the company
will have added funds to bolster its commercial capability in what is a
substantial addressable market. Improved detection, along a significant
reduction in reading time, makes iCAD’s newly cleared offering a beneficial
addition to advanced 3D Tomosynthesis mammography systems.
Added funds will also bolster the company’s momentum in the
area of intra-operative radiation therapy (IORT). A number of recently
published studies have indicated that Xoft’s non-shielded room, less than 15
minute electronic brachytherapy solution, achieves equivalent recurrence rates
to that of 5 to 7 weeks of external beam radiation therapy.
With core technologies in both imaging artificial
intelligence and intra-operative radiation therapy, the company possesses two scalable
technology platforms. The $7.0 Million funding will allow for the addition of
incremental sales personnel as well as additive service and technical support
personnel for both businesses.
The
specifics of the financing are as follows. Interest on the debentures will be
payable semi-annually in cash, at a rate per annum of 5%. At any time prior to
maturity, the debentures are convertible into shares of iCAD common stock at a
conversion price of $4.00 per share, subject to adjustment. Upon the
satisfaction of price and other conditions, iCAD has the right to force the
conversion of the debentures. In
connection with such forced conversion only, iCAD is required to pay additional
interest on the debentures, equal to the interest payable to the holder through
the maturity date, which may be paid by iCAD in shares of common stock, subject
to the satisfaction of certain conditions. The debentures are unsecured and
subordinate to iCAD’s existing indebtedness. The outstanding principal and
accrued interest on the debentures will be due and payable on the three-year
anniversary of the issuance date. The debentures will be guaranteed by iCAD’s
subsidiaries. The Company intends to use the proceeds from the sale of
debentures for general corporate purposes.
Craig-Hallum
Capital Group is acting as exclusive placement agent in connection with this
transaction.
The
securities issued in this offering will not be registered under the Securities
Act of 1933, as amended (Securities Act), or state securities laws and may not
be offered or sold in the United States absent registration or an applicable
exemption from the registration requirements under the Securities Act and
applicable state securities laws. Pursuant to a registration rights agreement,
iCAD has agreed to file a registration statement with the SEC to register the
resale of the shares of common stock underlying the debentures by January 31,
2019.
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.
About
iCAD
Headquartered
in Nashua, NH, iCAD is a global medical technology company providing innovative
cancer detection and therapy solutions. Xoft is a radiation therapy business
owned by iCAD. For more information, visit www.icadmed.com.
Safe
Harbor Statement
Certain
statements contained in this press release constitute “forward-looking
statements” within the meaning of the Private Securities Litigation Reform Act
of 1995. Such forward-looking statements involve a number of known and unknown
risks, uncertainties and other factors which may cause the actual results,
performance or achievements of the Company to be materially different from any
future results, performance or achievements expressed or implied by such
forward-looking statements. Such factors include, but are not limited to the
Company’s ability to defend itself in litigation matters, to achieve business
and strategic objectives, the risks of uncertainty of patent protection, the
impact of supply and manufacturing constraints or difficulties, uncertainty of
future sales levels, protection of patents and other proprietary rights,
product market acceptance, possible technological obsolescence of products,
increased competition, litigation and/or government regulation, changes in
Medicare or other reimbursement policies, risks relating to our existing and
future debt obligations, competitive factors, the effects of a decline in the
economy or markets served by the Company; and other risks detailed in the
Company’s filings with the SEC. The words “believe”, “demonstrate”, “intend”,
“expect”, “would”, “could”, “consider”, “project”, “estimate”, “will”,
“continue”, “anticipate”, “likely”, “seek”, and similar expressions identify
forward-looking statements. Readers are cautioned not to place undue reliance
on those forward-looking statements, which speak only as of the date the
statement was made. Unless otherwise required by law, the Company is under no
obligation to provide any updates to any information contained in this release.
For additional disclosure regarding these and other risks faced by iCAD, please
see the disclosure contained in our public filings with the SEC, including, but
not limited to, Form 10-K for the year ended December 31, 2017 and Form 10-Q
for the quarter ended September 30, 2018, available on the Investors section of
our website at http://www.icadmed.com and on the SEC’s website at http://www.sec.gov.
For further
information, contact:
For iCAD investor relations:
LifeSci Advisors
Jeremy Feffer, (212)-915-2568
or
For iCAD media inquiries:
ARPR, LLC
Erin Bocherer
Health IT Practice Group Director
855.300.8209 ext. 120