NEW YORK, Sept. 7, 2011 (GLOBE NEWSWIRE) -- mBeach Software Inc. (MBHS) (Pink Sheets:MBHS), the holding Company for Skin Cancer Scanning Ltd. (SCS) announced today that on August 31, 2011 it entered into an equity financing facility under which it may sell up to $10 million of its registered common stock to Southridge Partners II, LP over a 36-month period. MBHS is not obligated to utilize the facility and remains free to enter into other financing transactions (excluding other equity line facilities while the facility with Southridge is in effect).
MBHS will determine, at its sole discretion, the timing, dollar amount and floor price per share for any draw under this facility, subject to certain conditions. When and if MBHS elects to use the facility, the number and price of shares sold in each draw will be determined by a contractual formula, whereby MBHS will issue shares to Southridge at a pre-negotiated discount to an average closing bid price of MBHS's common stock over a preceding period of trading days.
In connection with the execution of the equity financing facility, MBHS will issue to Southridge 1,000,000 restricted shares of common stock as a commitment fee. The offer and sale of shares by MBHS under this equity facility will have to be registered pursuant to a registration statement to be filed with the Securities and Exchange Commission no later than 90 days after a certain bridge financing facility is obtained and closed.
MBHS intends to use the proceeds from any sale of securities under the facility to secure the closing of the Pomega, Inc. deal, for funding of the R&D and product development of the SkinScan 650 medical device, to secure and grow a distributor base for Pomega products, for FDA and other regulatory related matters and for working capital and other general corporate purposes.
"This equity line provides us with an important financing option," said Joseph Biderman, MBHS's Chief Executive Officer. "The facility has a competitive cost of capital and flexible structure and offers a means to fund our commitment to Pomega, Inc., strengthen our financial position and support our continuing efforts to develop our products and support the marketing campaign of Pomega, Inc. Moreover," added Mr. Biderman, "we are very pleased to have Southridge Partners II LP, a leading investment fund, as our partners in this round of financing."
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 jurisdiction in which an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.
