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Friday, February 11, 2011 7:52:58 PM
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News for 'NEPH' - (Nephros Has Commenced Rights Offering)
http://www.nephros.com/
http://www.knobias.com/story.htm?eid=3.1.583a4abf6e85e353b93412b1da7f94e8d9056fb6fa7f447fad9dc3290a91213a
http://www.knobias.com/individual/public/quote.htm?ticker=NEPH
http://www.otcmarkets.com/stock/NEPH/insider-transactions
http://www.otcmarkets.com/stock/NEPH/company-info
http://www.otcmarkets.com/stock/NEPH/news
http://www.otcmarkets.com/stock/NEPH/financials
http://www.otcmarkets.com/stock/NEPH/short-sales
http://charts.insidestocks.com/procal.asp?sym=NEPH
http://www.insidestocks.com/quote.asp?sym=NEPH
http://www.americanbulls.com/StockPage.asp?CompanyTicker=NEPH&MarketTicker=OTC&TYP=S
http://www.stockta.com/cgi-bin/analysis.pl?symb=NEPH&num1=4&cobrand=&mode=stock
RIVER EDGE, N.J., Feb 11, 2011 (PR Newswire Europe via COMTEX) -- Nephros, Inc.
, a medical device company developing and marketing filtration products for
therapeutic applications, infection control, and water purification, today
announced that the materials for its previously announced rights offering to its
existing stockholders have been distributed.
Under the terms of the rights offering described in the prospectus related to
the rights offering, Nephros is distributing at no charge non-transferable
subscription rights to purchase up to an aggregate of 175,000,000 units to
stockholders who owned shares of Nephros common stock as of the close of
business on January 31, 2011, which is the record date for the rights offering.
Each holder of record as of the close of business on the record date will
receive one subscription right for each share of common stock of Nephros owned
at the close of business on the record date.
Each subscription right entitles the holder to purchase 4.185496618 units at a
subscription price of $0.02 per unit. Each unit consists of one share of common
stock and a warrant to purchase 0.924532845 shares of common stock at an
exercise price of $0.02 per share for a period of five years following the issue
date of the warrant. No fractional units may be purchased and therefore no
fractional shares or warrant will be issued; instead the number of units and, as
a result, the number of underlying shares and warrants, will be rounded down to
the nearest whole number. By way of example, if a holder owns 100 shares of
Nephros common stock and exercises in full his subscription right, he will be
able to subscribe to 418 units (100 shares * 4.185496618 = 418.5496618, rounded
down to 418, the nearest whole number) and will pay $0.02 for each of his 418
units (an aggregate purchase price of $8.36) and will receive 418 shares of
common stock and a warrant to purchase 386 shares of common stock (418 units *
0.924532845 = 386.4547292, rounded down to 386, the nearest whole number) at an
exercise price of $0.02 per share for a period of five years following the issue
date of the warrant.
Holders that exercise their rights, if accepted, will receive the components of
the units (one share of common stock and one warrant to purchase 0.924532845
shares of common stock per unit) after the close of the rights offering. Nephros
will not issue and holders will not receive units in the rights offering.
Nephros stockholders who exercise their basic subscription privilege in full may
also exercise an over-subscription privilege to subscribe for additional units
not subscribed for by other stockholders at the same subscription price of $0.02
per unit. If there is an insufficient number of units available to fully satisfy
all over-subscription privilege requests, the available units will be allocated
proportionately among stockholders who exercise their over-subscription
privileges based on the number of units each such stockholder subscribed for
under the basic subscription privilege.
The subscription rights will expire if they are not exercised by 5:00 p.m.,
Eastern Time, on February 28, 2011, unless Nephros extends the subscription
period in its sole discretion, but in no event by more than 60 days from the
date of the prospectus contained in the registration statement.
The prospectus contains a description of the rights offering and other
information. Stockholders are urged to read the prospectus carefully. Morrow &
Co., LLC is the information agent for the rights offering. Stockholders may
direct questions regarding the rights offering or requests for additional copies
of the prospectus or other offering materials to Morrow & Co., LLC at (800)
414-4313, 407 West Avenue, Stamford, Connecticut 06902. The rights and the
underlying units have not been registered or qualified for offer or sale to
stockholders of record in any jurisdiction outside the United States.
This press release shall not constitute an offer to sell or the solicitation of
an offer to buy, nor shall there be any sale of these securities, in any state
in which such offer, solicitation or sale would be unlawful prior to their
registration or qualification under the securities laws of any such state. The
securities may only be offered by means of a prospectus, copies of which may be
obtained free of charge at the website maintained by the SEC at www.sec.gov or
by contacting the information agent for the rights offering at (800) 414-4313.
The prospectus contains important information about the rights offering, and the
company's stockholders are urged to read the prospectus carefully.
About Nephros, Inc.
Nephros, Inc., headquartered in River Edge, New Jersey, is a medical device
company developing and marketing filtration products for therapeutic
applications, infection control, and water purification.
The Nephros hemodiafiltration (HDF) system is designed to improve the quality of
life for the End-Stage Renal Disease (ESRD) patient while addressing the
critical financial and clinical needs of the care provider. ESRD is a disease
state characterized by the irreversible loss of kidney function. The Nephros HDF
system removes a range of harmful substances more effectively, and with greater
capacity, than existing ESRD treatment methods, particularly with respect to
substances known collectively as "middle molecules." These molecules have been
found to contribute to such conditions as dialysis-related amyloidosis, carpal
tunnel syndrome, degenerative bone disease and, ultimately, mortality in the
ESRD patient. Nephros ESRD products are sold and distributed throughout Europe.
The Nephros Dual Stage Ultrafilter (DSU) is the basis for the Nephros line of
water filtration products. The patented dual stage cold sterilization
ultrafilter has the capability to filter out bacteria and, due to its
exceptional filtration levels, filter out many viruses, parasites and biotoxins.
Nephros's DSUs are being evaluated at several major U.S. medical centers for
infection control. The DSU has also been selected for further development by the
U.S. Marine Corps for purification of drinking water by soldiers in the field.
For more information about Nephros, please visit the company's website at
www.nephros.com.
Forward-Looking Statements
Statements in this news release that are not historical facts constitute
"forward-looking statements" within the meaning of the Private Securities
Litigation Reform Act of 1995 (the "PSLRA"). Such statements may be preceded by
words such as "may," "plans," "expects," "believes," "hopes," "potential" or
similar words. For such statements, Nephros claims the protection of the PSLRA.
Forward-looking statements are not guarantees of future performance, are based
on assumptions and are subject to various known and unknown risks and
uncertainties, many of which are beyond Nephros' control. Actual results may
differ materially from the expectations contained in the forward-looking
statements. Factors that may cause such differences include the risks that
Nephros may not be able: (i) to complete the rights offering; (ii) to continue
as a going concern; (iii) to obtain additional funding when needed or on
favorable terms; (iv) to obtain appropriate or necessary governmental approvals
to achieve its business plan or effectively market its products; (v) to have its
technologies and products accepted in current or future target markets; (vi) to
demonstrate in pre-clinical or clinical trials the anticipated efficacy, safety
or cost savings of products that appeared promising to Nephros in research or
clinical trials; or (vii) to secure or enforce adequate legal protection,
including patent protection, for its products. More detailed information about
Nephros and the risk factors that may affect the realization of forward-looking
statements is set forth in Nephros' filings with the SEC. Investors and security
holders are encouraged to read these documents on the SEC's website at
http://www.sec.gov/. Nephros does not undertake to publicly update or revise its
forward-looking statements as a result of new information, future events or
otherwise except as required by law.
CONTACT: CONTACT: Eileen Sukumaran, eileen@nephros.com, +1-201-343-5202
URL: Web site: http://www.nephros.com/
http://www.nephros.com/
http://www.otcmarkets.com/stock/NEPH/insider-transactions
http://www.knobias.com/story.htm?eid=3.1.583a4abf6e85e353b93412b1da7f94e8d9056fb6fa7f447fad9dc3290a91213a
http://www.knobias.com/individual/public/quote.htm?ticker=NEPH
http://www.otcmarkets.com/stock/NEPH/company-info
http://www.otcmarkets.com/stock/NEPH/news
http://www.otcmarkets.com/stock/NEPH/financials
http://www.otcmarkets.com/stock/NEPH/short-sales
http://charts.insidestocks.com/procal.asp?sym=NEPH
http://www.insidestocks.com/quote.asp?sym=NEPH
http://www.americanbulls.com/StockPage.asp?CompanyTicker=NEPH&MarketTicker=OTC&TYP=S
http://www.stockta.com/cgi-bin/analysis.pl?symb=NEPH&num1=4&cobrand=&mode=stock
Copyright (C) 2011 PR Newswire Europe
-0-
SUBJECT CODE: OFR
Topic
MEQ
MTC
Topic
IDC
HEA
Topic
OTC
New Jersey
Source: Comtex Wall Street News
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