Friday, October 26, 2007 5:20:42 PM
DNAPrint(R) Genomics Reaches Payment Agreement With Dutchess Private Equities Fund, Ltd.
Tuesday July 31, 7:00 am ET
SARASOTA, FL--(MARKET WIRE)--Jul 31, 2007 -- DNAPrint® Genomics (OTC BB:DNAG.OB - News) today announced that it has reached a payment agreement with Dutchess Private Equities Fund, Ltd. ("Dutchess") whereby approximately $6 million in notes and incentive debentures may be paid in full by the issuance of stock and warrants in connection with a proposed spin-off of DNAPrint's wholly owned subsidiary, DNAPrint® Pharmaceuticals, Inc. ("Pharmaceuticals").
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Under the terms of the agreement, following the spin-off, Pharmaceuticals would issue up to 2 million shares of Pharmaceuticals' common stock to Dutchess as payment for amounts due under certain notes that were made by DNAPrint® Genomics. As full repayment for the Incentive Debentures, the Registrant would also issue a warrant for 2,000,000 shares of Pharmaceuticals' common stock to Dutchess which could be exercised at an exercise price of $0.01 per share (expiring July 31, 2012) If the balance on the Incentives Debentures at the time of the spin-off is less than $2,000,000, then DNAPrint will be deemed to have made a principal payment on the Notes in the amount of the shortfall. In order to complete the spin-off, Dutchess has agreed to release all the pharmaceutical, diagnostic and associated assets in exchange for the shares of Pharmaceuticals' common stock.
Effective immediately and until such time that the notes and incentive debentures are paid in full, the agreement calls for DNAPrint® Genomics, Inc. to pay Dutchess the sum of 80% of the royalty income generated by Pharmaceuticals within 45 days after the end of each calendar quarter, and 4% of all other cash received by DNAPrint® Genomics, Inc., from sales of goods or services during the preceding calendar quarter. All of these payments are credited towards the retirement of the debt.
"We are genuinely pleased to reach this agreement with Dutchess, which could settle its DNAPrint® Genomics debt in full with the planned spin-off of the DNAPrint® Pharmaceuticals division and help to ensure the stability of the parent Company's finances," stated President and Chief Executive Officer Richard Gabriel.
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