Digital Angel Corporation (“Digital Angel” or the “Company”) (OTC
Markets:DIGA), a provider of medical device identification and radiation
dose measurement technologies, today announced it has filed its
Definitive 14C with the U.S. Securities and Exchange Commission to
satisfy the conditions of the share exchange agreement with VeriTeQ
Acquisition Corporation (“VeriTeQ”). The Definitive 14C enables the
Digital Angel to effect a one for thirty reverse stock split, name
change to VeriTeQ Corporation and stock symbol change, all of which has
received the necessary Board and stockholder approvals, and is expected
to occur on or around October 18, 2013.
Earlier this week, the Company announced the FDA released its Final Rule
for Unique Device Identification (“UDI”), which requires all medical
devices distributed in the U.S. that are intended to be used more than
once and intended to undergo any form of reprocessing before each use to
carry a UDI with direct part marking. VeriTeQ’s Q Inside Safety
Technology is a FDA cleared radio frequency identification microchip
that can be used as a direct part marking to identify an implanted or
reprocessed medical device with a handheld reader, thereby helping to
ensure patient safety and accurate device identification at the point of
care or in the event of a recall.
The one for thirty reverse stock split and name change were conditions
to the share exchange agreement between VeriTeQ and Digital Angel, which
was completed in July 2013. Pursuant to the share exchange agreement,
Digital Angel acquired all the outstanding shares of VeriTeQ from the
VeriTeQ Shareholders in exchange for 410,759 shares of Digital Angel’s
Series C Preferred Stock. Each share of Series C Preferred Stock will be
converted into twenty shares of our Common Stock automatically upon the
effectiveness of the reverse stock split. After giving effect to the
above described automatic conversion, the conversion shares shall
constitute approximately 88% of Digital Angel’s issued and outstanding
common shares. The share exchange resulted in a union of the two
companies to focus on medical device identification and radiation dose
measurement technologies for use in radiation therapy treatment.
Scott R. Silverman, Chairman and Chief Executive Officer of VeriTeQ,
stated, “With the completion of the share exchange agreement, the
release of the FDA’s Final Rule for UDI, impending recapitalization of
the Company and name change to VeriTeQ, we believe we are well on our
way to completing our integration plan to execute our business strategy.
Future catalysts for stockholders to watch for include an institutional
equity raise to fund the business and eventual uplisting of our stock.”
The Company has over 100 patents, patents pending, and exclusive
licenses, and multiple regulatory approvals from the U.S. Food and Drug
Administration (“FDA”) and CE marks, which enable the Company to market
its products in the European Union.
About Digital Angel and VeriTeQ
Digital Angel, through its VeriTeQ wholly-owned subsidiary, develops
innovative, proprietary RFID technologies for implantable medical device
identification, and dosimeter technologies for use in radiation therapy
treatment. VeriTeQ offers the world's first FDA cleared RFID microchip
technology that can be used to identify implantable medical devices, in
vivo, on demand, at the point of care. VeriTeQ's dosimeters provide
patient safety mechanisms while measuring and recording the dose of
radiation delivered to a patient in real time. For more information on
VeriTeQ, please visit www.veriteqcorp.com.
Statements in this press release about our future expectations,
including without limitation, the likelihood that the Company’s
recapitalization and formal name change to VeriTeQ will be effective on
or about October 18th; the likelihood that the Company is well on its
way to completing its integration plan to execute its business strategy;
the likelihood that future catalysts for stockholders to watch for
include an institutional equity raise to fund the business and eventual
uplisting of the Company’s stock; constitute "forward-looking
statements" within the meaning of Section 27A of the Securities Act of
1933, Section 21E of the Securities Exchange Act of 1934, and as that
term is defined in the Private Litigation Reform Act of 1995. Such
forward-looking statements involve risks and uncertainties and are
subject to change at any time, and our actual results could differ
materially from expected results. These risks and uncertainties include,
without limitation, the ability to promptly and effectively integrate
the businesses of Digital Angel and VeriTeQ; VeriTeQ’s ability to target
the UDI sector and medical device manufacturers; VeriTeQ’s ability to
raise capital; as well as other risks. Additional information about
these and other factors may be described in future filings with the
Securities and Exchange Commission The Company undertakes no obligation
to update or release any revisions to these forward-looking statements
to reflect events or circumstances after the date of this statement or
to reflect the occurrence of unanticipated events, except as required by
law.
Copyright Business Wire 2013