CASMED RAISES $15 MILLION IN PRIVATE PLACEMENT
Thomas, McNerney & Partners' Investment Will Fund Operating and Growth
BRANFORD, Conn., June 9, 2011 (GLOBE NEWSWIRE) -- CAS Medical
Systems, Inc. (Nasdaq:CASM) today announced that it has closed a private
placement with Thomas, McNerney & Partners for the issuance of a combination
of a Convertible Preferred Stock and non-voting Exchangeable Preferred Stock
for gross proceeds of $15,000,000. The Company intends to use the proceeds
to fund its ongoing operating and growth initiatives related to its
FORE-SIGHT® Absolute Tissue Oximeter business and its Traditional Monitoring
Net proceeds of the transaction will be approximately $13.7 million. Roth
Capital Partners served as exclusive placement agent for the private
"We are thrilled to have a firm of the caliber of Thomas, McNerney &
Partners provide us with this critical growth capital," said Thomas M.
Patton, President and CEO of CAS Medical Systems. "Their vast experience in
the healthcare field and their experience working with emerging companies
will enhance our competitive posture going forward. We believe this capital
will assist us in achieving our financial goals of long-term growth and
As part of the transaction, two representatives of Thomas McNerney &
Partners, James Thomas and Kathleen Tune, have agreed to join the Company's
Board of Directors. Contemporaneous with the close of the transaction,
current Board members Louis Scheps and Jerome Baron stepped down.
"We share CASMED's passion regarding the potential of FORE-SIGHT to
dramatically improve patient outcomes in critical care," said James Thomas,
the founding partner of Thomas, McNerney & Partners. "We look forward to
working with CASMED's high quality management team as they continue to build
a strong franchise in tissue oximetry and other patient monitoring
The Series A Convertible Preferred Stock has a conversion price of $2.82 per
common share equivalent, representing an 11.5% premium to Tuesday's closing
price, and carries a dividend of 7%. Following the closing of the financing,
the Company will seek approval from its shareholders to amend the terms of
the non-voting Series A Exchangeable Preferred Stock to be equivalent to the
Series A Convertible Preferred Stock. In the interim, the Series A
Exchangeable Preferred Stock carries a dividend of 10% which may escalate
under certain circumstances. The Company is also required to file a
registration statement with the Securities and Exchange Commission to permit
the resale of the shares of underlying common stock.
"We look forward to working with James Thomas and Kathleen Tune as
Directors," said Mr. Patton, "but it is with sadness that we accept the
resignations of Mr. Scheps and Mr. Baron. Each has served this Company well
and in various roles for over two decades. We thank them sincerely for their
leadership, their insights and their dedication."
The Company believes that this capital infusion will also cure the Company's
deficiency under the NASDAQ Global Market listing rules requiring a minimum
of $10 million in stockholders' equity.
This press release shall not constitute an offer to sell or the solicitation
of an offer to buy securities. The securities offered and sold in the
private placement have not been registered under the Securities Act of 1933,
as amended, or any state securities laws, and may not be offered or sold in
the United States absent registration, or an applicable exemption from
registration, under the Securities Act and applicable state securities laws.
About Thomas, McNerney & Partners
Thomas, McNerney & Partners is a health care venture capital firm
with approximately $600 million under management, focused on investing in
life science and medical technology companies at all stages of development.
In addition to structured financings of public companies, the firm provides
growth capital to emerging companies to advance clinical development or for
product commercialization. Thomas, McNerney & Partners also helps
entrepreneurs launch companies with seed and early stage funding, and is
involved in recapitalizations, buyouts of products and divisions from major
medical device and pharmaceutical companies, and consolidating companies
through roll-up strategies. The firm has offices in Connecticut, Minnesota
and California. For further information, please visit
About CASMED®- Monitoring What's Vital
CAS Medical Systems, Inc. is a leading developer and manufacturer
of medical devices for non-invasive patient monitoring. The Company's
FORE-SIGHT Absolute Tissue Oximeter is the only cerebral oximeter available
with FDA clearance for non-invasive, continuous measurement of absolute
cerebral tissue oxygen saturation for all patients -- adult, pediatric and
neonatal -- regardless of age or weight. This information helps avert brain
damage or death during surgery and in critical care situations by allowing
clinicians to identify patients with dangerously low levels of cerebral
oxygen and intervene to reverse the condition.
The Company's product lines include the high-acuity monitoring capabilities
of the FORE-SIGHT Absolute Tissue Oximeter, and Traditional Vital Signs
Monitoring, including bedside patient vital signs monitoring products,
proprietary non-invasive blood pressure measurement technology, neonatal
intensive care supplies, and service. CASMED products are designed to meet
the needs of a full spectrum of patient populations worldwide, ranging from
adults to pediatrics and neonates. For further information regarding CAS
Medical Systems, Inc., visit the Company's website at
The CAS Medical Systems, Inc. logo is available at
Statements included in this press release, which are not historical in
nature, are forward-looking statements made pursuant to the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995.
Statements relating to the future financial performance of the Company are
subject to many factors including, but not limited to, customer acceptance
of the Company's products in the market, the introduction of competitive
products and product development, the impact of any product liability or
other adverse litigation, working capital and availability of capital,
commercialization and technological difficulties, the impact of actions and
events involving key customers, vendors, lenders and competitors and other
risks detailed in the Company's Form 10-K for the year ended December 31,
2010 and other subsequent Securities and Exchange Commission filings.
Such statements are based upon the current beliefs and expectations of the
Company's management and are subject to significant risks and uncertainties.
Actual results may differ from those set forth in the forward-looking
statements. When used in this press release, the terms "anticipate,"
"believe," "estimate," "expect," "may," "objective", "plan," "possible,"
"potential", "will" and similar expressions identify forward-looking
statements. The forward-looking statements contained in this press release
are made as of the date hereof, and we do not undertake any obligation to
update any forward-looking statements, whether as a result of future events,
new information or otherwise.
CAS Medical Systems, Inc.
Director of Corporate Communications
Source:CAS Medical Systems, Inc.