DELRAY BEACH, Fla.--(EON: Enhanced Online News)--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.