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Senetek closes Security Purchase Agreement with DMRJ

Published on March 11, 2010 at 6:32 AM · No Comments

Senetek PLC (OTC Bulletin Board: SNKTY) today announced the closing of a Security Purchase Agreement, a Note and a Warrant Purchase Agreement DMRJ Group, LLC on March 4, 2010. DMRJ Group, LLC is a Delaware limited liability company affiliated with Platinum Partners Value Arbitrage Fund L.P., an accredited institutional investor with its investment manager headquartered in New York, New York.

The Company issued a Secured Convertible Promissory Note to DMRJ in the principal amount of $3.0 million, which bears no interest and is convertible at a price of $1.25 per share at any time from inception to the fifth anniversary of the Note, at which time conversion is mandatory. Except in the event of default, the Note is not repayable in cash. In addition, the Company issued a five-year warrant to purchase 1.8 million of the Company's ordinary shares at an exercise price of $1.75 per share.

In connection with the financing and sale of the skin-care business, Frank J. Massino was terminated without cause as Chief Executive Officer and resigned as Chairman of the Board of Directors.  Mr. Massino has been retained as a part-time consultant for a three year period to assist in management of certain of the Company's existing investments and interests.  Also, in connection with the financing and sale of the skin-care business, William F. O'Kelly was terminated without cause as Chief Financial Officer and Mr. Rodger Bogardus resigned from the Board of Directors.

John P. Ryan has been appointed to succeed Mr. Massino as Chief Executive Officer and Chairman of the Board of Directors.  Mr. Ryan has extensive management experience in the mining industry, and in the past has been Founder and Chairman of U.S. Silver Corporation, a Toronto Stock Exchange listed company, where he earlier served as Chief Financial Officer.  Mr. Ryan was a Founder, Secretary and Chief Financial Officer of High Plains Uranium, from inception on February 2005 to September 2006.  In collaboration with principals from Platinum, he was a founder and principal of Platinum Diversified Mining, a resource focused $85 million SPAC which listed on the London AIM in 2006.  He received a B.S. degree in Mining Engineering from the University of Idaho and a JD from Boston College Law School.  

In addition, Mr. Howard Crosby has been appointed to the Board of Directors and named President of the Company. Mr. Crosby has extensive experience working with public companies. He was a founding Director of White Mountain Titanium Corporation, a founder and Director of High Plains Uranium, and also a founder of Platinum Diversified Mining. He is currently the Chairman of Plasmet Corp., a private green energy company. Mr. Crosby graduated from the University of Idaho in 1974.

Dr. Wesley Holland has also been appointed to the Board of Directors.  Dr. Holland has nearly 30 years of experience in diagnostic radiology. He was licensed in California from 1981 to 1994 and is currently licensed in South Carolina and in Florida. His specific expertise is in utilizing critical molecular and nuclear diagnostic imaging procedures to diagnose and treat disease and disorders such as heart disease and cancer

The Company received reports on November 13, 2009 and on February 1, 2010 from Miller Tabak + Co., LLC, prepared in their capacity as financial advisors to the Board of Directors, which reviewed strategic options and the best means to development of a business plan to maximize the assets of the company. Observations made by Miller Tabak included the following:  

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