VolitionRx Announces Pricing of Underwritten Public Offering of Common Stock

On May 20, 2020 VolitionRx Limited (NYSE AMERICAN: VNRX) ("Volition"), a multi-national epigenetics company that applies its NucleosomicsTM platform through its subsidiaries to develop simple, easy to use, cost-effective blood tests to help diagnose a range of cancers and other diseases, reported underwritten public offering (Press release, VolitionRX, MAY 20, 2020, View Source [SID1234558350]). Volition is offering 4,365,000 shares of common stock, par value $0.001 per share, at a price to the public of $2.75 per share. In connection with the offering, Volition has also granted the underwriters a 30-day option to purchase up to an additional 654,750 shares of its common stock offered in the public offering, at the same public offering price per share, to cover overallotments, if any. All shares of common stock in the offering are being offered by Volition.

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National Securities Corporation, a wholly owned subsidiary of National Holdings Corporation (NASDAQ:NHLD), is acting as sole book-running manager in connection with the offering. The Benchmark Company, LLC and Maxim Group LLC have acted as financial advisors in the offering.

Volition expects to receive gross proceeds from the offering, excluding the exercise of the over-allotment option, if any, of $12 million, before deducting underwriting discounts and commissions and other offering-related expenses payable by Volition. Assuming the full exercise of the over-allotment option, total gross proceeds to Volition would be $13.8 million.

Volition intends to use the net proceeds of the offering for continued product development, clinical studies, product commercialization, working capital, and other general corporate purposes, including potential strategic acquisitions.

The offering is expected to close on May 22, 2020, subject to customary closing conditions.

The securities described above are being offered by Volition pursuant to a "shelf" registration statement on Form S-3 (File No. 333-227248) previously filed with and declared effective by the Securities and Exchange Commission ("SEC") on September 28, 2018. A final prospectus supplement and an accompanying prospectus relating to the offering will be filed with the SEC and will be available on the SEC’s website located at View Source When available, electronic copies of the final prospectus supplement and the accompanying prospectus relating to the offering may be obtained from: National Securities Corporation, 200 Vesey St., 25th Floor, New York, NY 10281, by telephone at (212) 417-3634 or by email at [email protected].

Before investing in the offering, you should read in their entirety the prospectus supplement and the accompanying prospectus and the other documents that Volition has filed with the SEC that are incorporated by reference in the prospectus supplement and the accompanying prospectus, which provide more information about Volition and the offering.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities described herein, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. The offering will be made only by means of a written prospectus and prospectus supplement that form part of the registration statement.