LOS ANGELES--(BUSINESS WIRE)--ChromaDex Corp. (NASDAQ:CDXC) (the “Company”), a global bioscience company dedicated to healthy aging, today announced that it has established a joint venture through its wholly owned subsidiary ChromaDex Asia Pacific Ventures Limited (the “JV” or “ChromaDex Asia”). The JV collectively consists of the Company and Hong Kong Taikuk (China) Group Limited. The purpose of the JV will be to commercialize Tru Niagen® and other products containing Niagen® in China. ChromaDex Asia will enter into a new distribution agreement with Sinopharm Xingsha (“Sinopharm”) upon successfully attaining health food registration for Tru Niagen® with the People’s Republic of China and will assume the cross border distribution agreement noted in a previous press release with Sinopharm at that time. Both agreements relate to the commercialization of Tru Niagen® in mainland China and its territories, excluding Hong Kong, Macau and Taiwan (the “Territory”).
The Company also announced that it entered into a securities purchase agreement for the sale of $3.1 million of its common stock in a private placement. The private placement was led by existing strategic investors, and included an investment by ChromaDex CEO, Rob Fried. The private placement is expected to close on or about October 7, 2022, subject to the satisfaction of customary closing conditions. In connection with the investment, the Company agreed to sell 2,480,000 shares of its common stock at a per share price of $1.25, for gross proceeds of approximately $3.1 million.
The net proceeds are expected to be invested in international expansion, including securing health food registration for Tru Niagen® in mainland China, and to support general corporate purposes.
“This joint venture will help ChromaDex manage the sales and regulatory approval efforts of Tru Niagen® in China where consumers already have an excellent understanding of the benefits of NAD+ for healthy aging,” said Rob Fried, CEO of ChromaDex. “The investment in ChromaDex by our trusted long-term shareholders will be used to help support this effort. With several strong partnerships now firmly established in Asia, we are well positioned to realize the Tru Niagen potential.”
“We are very excited about this opportunity to partner with ChromaDex and bring Tru Niagen® into the China market,” said Tianyi Zheng, Chairman of Hong Kong Taikuk (China) Group Limited. “We truly believe in the science behind the product and look forward to having more customers in the country to benefit from Tru Niagen®.”
For detailed transaction terms, see our Current Report on Form 8-K filed on October 3, 2022 concurrently with this release.
The shares of common stock being sold in the private placement will not have been registered under the Securities Act of 1933, as amended (the “Act”). Accordingly, such shares may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements under the Act. In connection with the private placement, ChromaDex has entered into a registration rights agreement with the investors. This press release does not constitute an offer to sell or the solicitation of an offer to buy the securities, nor shall there be any sale of the securities in any state in which such offer or sale would be unlawful prior to the registration or qualification under the securities laws of such state. Any offering of the securities under the resale registration statement will only be by means of a prospectus.
Important Note on Forward Looking Statements:
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements include, without limitation, statements with respect to the formation of the JV and the commercialization of Tru Niagen® and other products containing Niagen® in the Territory, health food (Blue Hat) registration, the entry into the agreements contemplated by the JV, including the distribution agreement and the cross-border agreement, and the closing of the financing transaction. These forward-looking statements are based upon the Company’s current expectations and inherently involve significant risks and uncertainties. Actual results and the timing of events could differ materially from those anticipated in such forward-looking statements as a result of these risks and uncertainties, which include, without limitation, risks and uncertainties associated with the satisfaction of customary closing conditions related to the agreements, obtaining the health food (Blue Hat) registration, completing the financing transaction and successfully commercializing Tru Niagen® and other products containing Niagen® in the Territory. Additional risks and uncertainties relating to the Company and its business can be found under the caption “Risk Factors” in the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2022, as filed with the Securities and Exchange Commission and other filings submitted by the Company. Forward-looking statements speak only as of the date of this press release, and the Company undertakes no duty or obligation to update any forward-looking statements contained in this press release as a result of new information, future events, or changes in its expectations after the date of this press release.
About Tru Niagen®:
Tru Niagen® is a branded dietary supplement brought to market by key nicotinamide riboside innovator and patent holder, ChromaDex. Niagen® nicotinamide riboside (NR), also supplied by ChromaDex, is the sole active ingredient in Tru Niagen®. Multiple clinical trials demonstrate Niagen® is proven to boost NAD+ (nicotinamide adenine dinucleotide) levels, which decline with age. Only NIAGEN® has twice been successfully reviewed under FDA's new dietary ingredient (“NDI”) notification program and has also been successfully notified to the FDA as generally recognized as safe (“GRAS”).
ChromaDex Corporation is a global bioscience company dedicated to healthy aging. The ChromaDex team, which includes world-renowned scientists, is pioneering research on nicotinamide adenine dinucleotide (NAD+), an essential coenzyme that is a key regulator of cellular metabolism and is found in every cell of the human body. NAD+ levels in humans have been shown to decline with age, among other factors, and may be increased through supplementation with NAD+ precursors. ChromaDex is the innovator behind NAD+ precursor nicotinamide riboside (NR), commercialized as the flagship ingredient Niagen®. Nicotinamide riboside and other NAD+ precursors are protected by ChromaDex’s patent portfolio.
The Company delivers Niagen® as the sole active ingredient in its consumer product Tru Niagen® available at www.truniagen.com and through partnerships with global retailers and distributors. The Company also develops and commercializes proprietary-based ingredient technologies and supplies these ingredients as raw materials to the manufacturers of consumer products. The Company further offers natural product fine chemicals, known as phytochemicals, and related research and development services. Follow us on Twitter @ChromaDex and Instagram @TruNiagen and subscribe to our latest news via our website accessible at www.chromadex.com to which ChromaDex regularly posts copies of its press releases as well as additional updates and financial information about the Company.
About Sinopharm Holding and Sinopharm Xingsha:
Sinopharm Xingsha Pharmaceuticals (Xiamen) Co., Ltd. (“Sinopharm Xingsha”) is a subsidiary of Sinopharm Group Co., Ltd. ("Sinopharm Group ", 01099.HK) with a history of 70 years. Sinopharm Xingsha is the health supplement division of Sinopharm Group, a top 100 Chinese nutrition and health consumer brand enterprise, and a key pharmaceutical enterprise in Fujian Province, China. Xingsha Vitamin D has won the honor of "No. 1 in the comprehensive statistical ranking of China's OTC products in vitamin category” for many consecutive years.
Sinopharm Holding Co., Ltd. ("Sinopharm Holding", 01099.HK) was established in Shanghai in January 2003 and listed in Hong Kong in September 2009. It has now become the largest distributor and retailer of drugs, healthcare products and medical devices, as well as a leading supply chain service provider in China. Its parent company China National Pharmaceutical Group Corporation ("CNPGC") was ranked 109 in the 2021 Fortune Global 500 and Sinopharm Holding was ranked 22nd in the 2021 Fortune China 500. For the drug distribution segment, Sinopharm Holding firmly grasped the industry transformation trend brought about by volume based procurement ("VBP") policies, and has promoted the transformation of drug distribution by continuously tapping the scale advantage of its distribution network.