Digimarc Files Form S-3 Shelf Registration Statement
BEAVERTON, OR--(Marketwired - May 16, 2014) - Digimarc Corporation (NASDAQ: DMRC) announced today that it has filed a shelf registration statement on Form S-3 with the Securities and Exchange Commission ("SEC"). When declared effective by the SEC, the registration statement will allow Digimarc to issue various types of securities, including common stock, preferred stock, debt securities and/or warrants, from time to time up to an aggregate amount of $100 million.
"Although we do not have immediate plans for raising and using additional capital, we anticipate that a shelf registration will provide more efficient access to the capital markets and allow Digimarc to act opportunistically in support of our growth objectives," said Bruce Davis, Chairman and Chief Executive Officer of Digimarc. "Filing a shelf registration is a prudent step to provide additional financial flexibility for Digimarc."
After the shelf registration statement becomes effective, Digimarc may offer and sell securities covered by the registration statement through one or more methods of distribution, subject to market conditions and Digimarc's capital needs. The terms of any offering under the shelf registration statement will be established at the time of such offering and will be described in a prospectus supplement filed with the SEC prior to completion of the offering.
A registration statement relating to these securities has been filed with the SEC but has not yet become effective. These securities 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 a solicitation of an offer to buy, nor shall there be any sale of these securities in any jurisdiction in which an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction. Any offering of the securities covered under the shelf registration statement will be made solely by means of a prospectus and an accompanying prospectus supplement relating to that offer.
About Digimarc
Digimarc Corporation (NASDAQ: DMRC), based in Beaverton, Oregon, is a leading innovator and provider of enabling technologies that create digital identities for all forms of media and many everyday objects. The embedded Digimarc IDs are imperceptible to humans, but not to computers, networks and devices like mobile phones, which can now use cameras and microphones as sensory inputs to "see, hear and understand" the world around them within the context of their environment. Digimarc has built an extensive intellectual property portfolio with patents in digital watermarking, content identification and management, media and object discovery to enable ubiquitous computing, and related technologies. Digimarc develops solutions, licenses its intellectual property, and provides development services to business partners across a range of industries. For more information, visit www.digimarc.com.
Forward-looking Statements
This release contains forward-looking statements within the meaning of the "safe harbor" provisions of the federal securities laws, including, without limitation, statements regarding the Company's plans for raising and using additional capital and the impact of the filing of a Form S-3 shelf registration statement on the Company's financial flexibility and access to capital markets. The forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those projected; including those risk factors set forth in the Company's Annual Report on Form 10-K for the year ended December 31, 2013. The forward-looking statements included in this release are made as of today's date, and except as otherwise required by law, Digimarc does not intend to update these forward-looking statements to reflect events or circumstances after the date hereof.
