Contact Information: CONTACT: Mark Elenowitz (516)-942-5873 TriPoint Global Equities, LLC Investor Relations, HC International, Inc. Alan Sheinwald, Partner Tel: (914) 669-0222 Email:
Chengdu Tianyin Pharmaceutical Co., LTD. Completes Additional $5 Million Private Placement for Total of $15,225,000
| Source: Tianyin Pharmaceutical, Co., Inc.
CHENGDU, CHINA--(Marketwire - January 28, 2008) - On January 25, 2008, VISCORP, INC.
("VisCorp") (OTCBB : VSCO ), completed an additional private equity financing
of $5,000,000 with two accredited investors for a total raise of
$15,225,000, including the $10,225,000 financing VisCorp completed on
January 16, 2008. The Company previously announced that it had acquired all
of the issued and outstanding capital stock of Raygere Limited, a company
organized under the laws of the British Virgin Islands and Raygere's
shareholders. Raygere conducts its business through Chengdu Tianyin
Pharmaceutical Co., LTD. ("Tianyin"), a corporation organized in the
People's Republic of China, which develops, manufactures, markets and sells
traditional Chinese medicines and other pharmaceuticals in China. Net
proceeds from the offering are approximately $13,700,000 and will be used
principally to fund the expansion of Chengdu Tianyin's manufacturing
facility located in Chengdu. TriPoint Global Equities, LLC was the
placement agent for the financing.
Pursuant to the second financing, VisCorp issued an additional 50 Units,
for a total of 152.25 Units consisting of an aggregate of (a) $15,225,000
10% Convertible Exchangeable Notes due on or before June 30, 2009 (the
"Note"), (b) 5 year warrants to purchase 4,757,814 shares of the Company's
common stock at an exercise price of $2.50 per share (subject to
adjustment) (the "Class A Warrant"), and (c) 7 year warrants to purchase
4,757,814 shares of the Company's common stock at an exercise price of
$3.00 per share (subject to adjustment) (the "Class B Warrant," together
with the Note and the Class A Warrant, the "Securities"). In connection
with the financing, VisCorp has agreed to file a registration statement for
the resale of the Common Stock underlying the Securities on or before
February 14, 2008 and to use its best efforts to cause, and to maintain,
the effectiveness of the registration statement. The securities described
herein have not been registered under the Act and may not be offered or
sold in the United States absent registration or an applicable exemption
from registration requirements.
Established in 1994, Chengdu Tianyin was acquired in whole by the current
management team in 2003. Tianyin is headquartered in Chengdu, Sichuan
Province with two manufacturing facilities and over 1,100 employees. The
Company currently manufactures and markets a comprehensive portfolio of 34
products, 22 of which are listed in the highly selective National Medicine
Catalog of the National Medical Insurance program. Chengdu Tianyin has an
extensive pipeline of 51 products pending regulatory approvals with the
China State Food and Drug Administration.
The Company has an extensive nationwide distribution network throughout
China with a sales force of over 500 salespeople. For the fiscal year
2007, ending June 30, Chengdu Tianyin achieved revenue and net income of
US$20.36M and US$4.22M, respectively.
Following the completion of the private placement, VisCorp retained Hayden
Communications International ("HCI") to initiate a proactive and targeted
investor relations campaign. Matthew Hayden and Alan Sheinwald of HCI, and
their team, will be advising the Company in all facets of public financial
communications.
About TriPoint Global Equities, LLC
TriPoint Global Equities, LLC ("TriPoint Global"), a FINRA member firm, is
a boutique investment bank that provides U.S. and non-U.S. companies of up
to $300 million in revenue with capital raising, corporate finance advisory
services and assistance with navigating the regulatory environment for
companies listing on U.S. markets. TriPoint Global maintains specialized
practices in institutional private placements, mergers and acquisitions,
and corporate finance. TriPoint Global has offices in New York and
Washington D.C. For more information visit www.tripointglobalequities.com
About HC International, Inc.
HC International is a focused and dedicated organization that acts as a
premier informational resource for institutional investors, hedge funds,
buy and sell-side analysts, small to large brokerage firms and accredited
investors. HC International helps their clients' companies package their
corporate information in a clear, concise and consistent manner while
facilitating introductions to the right investors at the most opportune
time. For further information, please contact HC International directly, or
visit the Company's Web site at http://www.hcinternational.net.
FORWARD-LOOKING STATEMENTS
This release contains certain "forward-looking statements" relating to the
business of VisCorp , which can be identified by the use of forward-looking
terminology such as "believes," "expects" or similar expressions. Such
forward-looking statements involve known and unknown risks and
uncertainties, including all business uncertainties relating to reliance on
a limited number of customers, market demand, cyclical nature of our
markets, reliance on key personnel, future capital requirements,
competition in general and other factors that may cause actual results to
be materially different from those described herein as anticipated,
believed, estimated or expected. Certain of these risks and uncertainties
are or will be described in greater detail in our filings with the
Securities and Exchange Commission. These forward-looking statements are
based on VisCorp's current expectations and beliefs concerning future
developments and their potential effects on the company. There can be no
assurance that future developments affecting VisCorp will be those
anticipated by VisCorp. These forward-looking statements involve a number
of risks, uncertainties (some of which are beyond the control of the
Company) or other assumptions that may cause actual results or performance
to be materially different from those expressed or implied by such
forward-looking statements. VisCorp undertakes no obligation to publicly
update or revise any forward-looking statements, whether as a result of new
information, future events or otherwise, except as may be required under
applicable securities laws.