BioSante Pharmaceuticals To Raise $3,475,000 In Registered Direct Offering
Business Wire
08/17/12 - 09:30 AM EDT
BioSante Pharmaceuticals, Inc. (NASDAQ: BPAX) today announced that it
has received a commitment from an institutional investor to purchase
$3,475,000 of securities in a registered direct offering. BioSante
expects to receive net proceeds of approximately $3.3 million after
deducting placement agent fees and other offering expenses. BioSante has
entered into a securities purchase agreement with this investor pursuant
to which BioSante has agreed to sell 2,359,932 shares of its common
stock and warrants to purchase up to 1,179,966 additional shares of its
common stock. Each unit, consisting of one share of common stock and a
warrant to purchase 0.5 of a share of common stock, will be sold for a
purchase price of $1.4725, a premium to the closing price on the day
before pricing.
"We are pleased to have this commitment from this new institutional
investor," said Stephen M. Simes, BioSante's president and chief
executive officer. "This funding provides us with additional working
capital to increase our cash reserve for payment of our near-term debt,
to fund our LibiGel
® clinical activities, and continue to
seek and implement alternatives with respect to our products and
company, including licenses, business collaborations and other business
combinations or transactions with other pharmaceutical and biotechnology
companies."
The warrants to purchase additional shares will be exercisable at an
exercise price of $1.50 per share beginning immediately and will expire
five years from their date of issuance. All of the securities were
offered pursuant to an effective shelf registration statement. Proceeds
from the transaction will be used for general corporate purposes,
including increasing its cash reserve for payment of its 3.125%
convertible senior notes due May 1, 2013 and to fund its LibiGel
®
clinical activities. The offering is expected to be consummated by
August 21, 2012, subject to customary closing conditions.
Rodman & Renshaw, LLC is acting as the exclusive placement agent for the
transaction.
A shelf registration statement relating to the shares of common stock
and warrants issued in the offering (and the shares of common stock
issuable upon exercise of the warrants) has been filed with the
Securities and Exchange Commission (the "SEC") and declared effective. A
prospectus supplement relating to the offering will be filed by BioSante
with the SEC. Copies of the prospectus supplement and accompanying
prospectuses may be obtained directly from BioSante by contacting
BioSante Pharmaceuticals, Inc., 111 Barclay Boulevard, Lincolnshire,
Illinois 60069. Copies of the final prospectus supplement and
accompanying prospectuses relating to the offering also may be obtained
from Rodman & Renshaw, LLC by calling 212-201-8064 or by email at
placements@rodm.com.
This announcement is neither an offer to sell nor a solicitation of an
offer to buy any shares of common stock or warrants of BioSante. No
offer, solicitation or sale will be made in any jurisdiction in which
such offer, solicitation or sale is unlawful.
About BioSante Pharmaceuticals, Inc.
BioSante’s corporate strategy is to develop high value medically-needed
pharmaceutical products and to implement strategic alternatives with
respect to its products and its company, including licenses, business
collaborations and other business combinations or transactions with
other pharmaceutical and biotechnology companies. BioSante´s products
include LibiGel
® (transdermal testosterone gel) for the
treatment of female sexual dysfunction (FSD), specifically hypoactive
sexual desire disorder (HSDD), which is in Phase III clinical
development. BioSante also is developing a portfolio of cancer vaccines,
with 17 Phase I and Phase II clinical trials currently on-going. Four of
these vaccines have been granted Orphan Drug designation by the U.S.
Food and Drug Administration (FDA). BioSante´s other products include an
FDA-approved testosterone gel for male hypogonadism, which is licensed
to Teva Pharmaceuticals USA, Inc., and the Pill-Plus™, an oral
contraceptive in Phase II clinical development by Pantarhei Bioscience
B.V. BioSante´s first FDA-approved product, Elestrin™ (estradiol gel)
indicated for the treatment of hot flashes associated with menopause, is
marketed in the U.S. by Jazz Pharmaceuticals, BioSante´s licensee.
Additional information is available online at:
www.biosantepharma.com.
Forward-Looking Statements
To the extent any statements made in this news release deal with
information that is not historical, these are forward-looking statements
under the Private Securities Litigation Reform Act of 1995. Such
statements include, but are not limited to, statements about BioSante’s
plans, objectives, expectations and intentions with respect to future
operations and products and other statements identified by words such as
“will,” “potential,” “could,” “can,” “believe,” “intends,” “continue,”
“plans,” “expects,” “anticipates,” “estimates,” “may,” other words of
similar meaning or the use of future dates.
Forward-looking
statements by their nature address matters that are, to different
degrees, uncertain.
Uncertainties and risks may cause BioSante´s
actual results to be materially different than those expressed in or
implied by BioSante´s forward-looking statements. For BioSante,
particular uncertainties and risks include, among others, uncertainties
regarding clinical testing, the difficulty of developing pharmaceutical
products, obtaining regulatory and other approvals and achieving market
acceptance; the marketing and other success of BioSante´s licensees or
sublicensees and BioSante´s future revenues, if any, from its licensees
and sublicensees; uncertainties relating to the future and costs of
BioSante´s product development programs and BioSante´s need for and
ability to obtain additional financing. More detailed information on
these and additional factors that could affect BioSante´s actual results
are described in BioSante´s filings with the Securities and Exchange
Commission, including its most recent quarterly report on Form 10-Q. All
forward-looking statements in this news release speak only as of the
date of this news release and are based on BioSante´s current beliefs
and expectations. BioSante undertakes no obligation to update or revise
any forward-looking statement, whether as a result of new information,
future events or otherwise.