DENVER, April 01, 2016 (GLOBE NEWSWIRE) -- BioScrip, Inc. (NASDAQ:BIOS) (“BioScrip” or the “Company”) today announced that, in order to replace its expiring registration statement, it has filed to renew its current shelf registration statement on Form S-3 with the U.S. Securities and Exchange Commission (SEC). The registration statement is subject to review by the SEC.
When declared effective by the SEC, the shelf registration will allow the Company the flexibility from time to time to offer and sell up to $200 million of securities, including common stock, preferred stock, debt securities, warrants, units and rights, from time to time and through various methods of distribution. The Company's existing universal shelf registration statement expires on April 4, 2016, but, in accordance with SEC rules, the Company may make securities offerings under the existing shelf registration statement until the new registration statement is declared effective, subject to a maximum extension of 180 days. The renewal maintains continuous flexibility for the Company. There are no specific plans to offer securities under the shelf registration statement at this time, and any future offering would be subject to market conditions and approval by the Company's Board of Directors. Any offering of securities covered by a shelf registration statement will be made only by means of a prospectus supplement authorized and filed by the Company.
The Form S-3 registration statement, once declared effective by the SEC, will also register the resale of shares of common stock that may be issuable pursuant to the conversion of Series A convertible preferred stock and the exercise of Class A and Class B warrants that were acquired by a major stockholder from the Company in a private transaction dated March 9, 2015. No preferred stock has been converted and no Class A or Class B warrants have been exercised as of the date of this press release. The registration of the resale of the underlying common stock is solely to satisfy the Company's obligations pursuant to a registration rights agreement entered into in connection with the private transaction.
The registration statement has been filed with the SEC but has not yet become effective. The securities being registered may not be sold, nor may offers to buy be accepted, prior to the time the registration statement becomes effective. 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 or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction. Any offering of the securities covered under the shelf registration statement will be made solely by means of the prospectus included in the registration statement and any applicable prospectus supplement issued with respect to any offering.
About BioScrip, Inc.
BioScrip, Inc. is a leading national provider of infusion and home care management solutions. BioScrip partners with physicians, hospital systems, skilled nursing facilities, healthcare payors, and pharmaceutical manufacturers to provide patients access to post-acute care services. BioScrip operates with a commitment to bring customer-focused pharmacy and related healthcare infusion therapy services into the home or alternate-site setting. By collaborating with the full spectrum of healthcare professionals and the patient, BioScrip provides cost-effective care that is driven by clinical excellence, customer service, and values that promote positive outcomes and an enhanced quality of life for those it serves.
Forward-Looking Statements - Safe Harbor
This press release includes statements that may constitute "forward-looking statements." These statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. You can identify these statements by the fact that they do not relate strictly to historical or current facts. In some cases, forward-looking statements can be identified by words such as "may," "should," "could," "anticipate," "estimate," "expect," "project," “outlook,” “aim,” "intend," "plan," "believe," "predict," "potential," "continue" or comparable terms. Investors are cautioned that actual results may differ materially from those in the forward-looking statements as a result of various factors. Important factors that could cause or contribute to such differences include but are not limited to risks in the Company’s periodic filings with the Securities and Exchange Commission, including the Company's annual report on Form 10-K for the year ended December 31, 2015. Investors are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. The Company does not undertake any duty to update these forward-looking statements after the date hereof even though the Company’s situation may change in the future, except as required by law. All of the forward-looking statements herein are qualified by these cautionary statements.
Contact: Lisa Wilson In-Site Communications, Inc. T: 212-452-2793 E: firstname.lastname@example.org