BioLife Solutions Applies to List its Common Shares on the NASDAQ Capital Market® Authorization to Effect Reverse Stock Split; Debt Conversion Intended to Facilitate Potential Uplisting; Transactions Planned to Position Company for Growth and Improved Liquidity
BOTHELL, Wash., Dec. 16, 2013 /PRNewswire/ -- BioLife Solutions, Inc. (OTCQB: BLFS), a leading developer, manufacturer and marketer of proprietary clinical grade hypothermic storage and cryopreservation freeze media and precision thermal shipping products for cells and tissues, today announced that it has applied to list its common stock on the NASDAQ Capital Market. To support this listing, the Company also announced that its stockholders have authorized the Board of Directors (the "Board") to amend the Company's certificate of incorporation to effect a reverse stock split. The authorization provides the Board the discretion to effect a reverse stock split by a ratio of not less than one-for-four and not more than one-for-sixteen (1:4 up to 1:16, or anywhere in-between), while maintaining or reducing the number of authorized shares at any ratio. The proposed reverse stock split was approved by the holders of a majority of the Company's outstanding common stock by written consent in lieu of a special meeting. The Company has filed a preliminary information statement with the Securities and Exchange Commission to provide notice to its stockholders of the reverse stock split authorization. The Board has not yet determined whether to implement the reverse stock split or what ratio may be used.
In an effort to meet the minimum shareholder equity requirement for listing on the NASDAQ Capital Market, BioLife's two debt holders have agreed to convert the Company's entire secured debt of approximately $14 million in principal and accrued interest into equity in connection with the Company's next equity financing.
Mike Rice, BioLife Solutions CEO, commented, "We are extremely pleased to announce these coordinated events as very positive developments we have planned to improve our balance sheet with the elimination of our debt, and to potentially list on the NASDAQ Capital Market." He added that ''If approved, we believe that the NASDAQ listing will create the conditions for BioLife Solutions to gain access to a broader institutional investment community, strengthen our financing flexibility, and provide greater liquidity for our shareholders."
This news release shall not constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction.
About BioLife Solutions
BioLife Solutions develops, manufactures and markets hypothermic storage and cryopreservation solutions and precision thermal shipping products for cells, tissues, and organs. The Company's proprietary HypoThermosol® and CryoStor® platform of solutions are highly valued in the biobanking, drug discovery, and regenerative medicine markets. BioLife's biopreservation media products are serum-free and protein-free, fully defined, and are formulated to reduce preservation-induced cell damage and death. BioLife's enabling technology provides commercial companies and clinical researchers significant improvement in shelf life and post-preservation viability and function of cells, tissues, and organs. For more information please visit www.biolifesolutions.com, and follow BioLife on Twitter.
This press release contains forward-looking statements within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995, including, but not limited to, statements concerning a potential reverse stock split, a potential uplisting or conversion of debt into equity. All statements other than statements of historical fact are statements that could be deemed forward-looking statements. These statements are based on management's current expectations and beliefs and are subject to a number of risks, uncertainties and assumptions that could cause actual results to differ materially from those described in the forward-looking statements, including among other things, the risk that the Reverse Stock Split will not be effected, the risk that the NASDAQ listing or debt conversion will not be completed, and those other factors described in our risk factors set forth in our filings with the Securities and Exchange Commission from time to time, including our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and other filings with the Securities and Exchange Commission. We undertake no obligation to update the forward-looking statements contained herein or to reflect events or circumstances occurring after the date hereof, other than as may be required by applicable law.
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SOURCE BioLife Solutions, Inc.