Spherix Announces Registered Direct Offering Of $1.15 Million

BETHESDA, Md., Feb. 2, 2012 /PRNewswire/ --  Spherix Incorporated (NASDAQ: SPEX) – an innovator in biotechnology for therapy in diabetes, metabolic syndrome and atherosclerosis, and provider of technical and regulatory consulting services to food, supplement, biotechnology and pharmaceutical companies, today announced that it has entered into definitive agreements to sell $1.15 million of shares of its common stock and warrants to purchase shares of its common stock in a registered direct offering to institutional investors.  Spherix will issue an aggregate of 1,064,815 shares of common stock to the institutional investors together with warrants to purchase an additional 212,963 shares of common stock.

Each investor will receive one (1) share of common stock and a warrant to purchase 0.2 shares of common stock for a purchase price of $1.08.  The warrants have an exercise price of $1.40 per share, and are exercisable 6 months after issuance and terminate 66 months after the date of issuance.

The Company intends to use the net proceeds from the offering to continue the development of SPX-106T; for general development and commercialization efforts, including the possibility of obtaining by license or acquisition other clinical stage compounds/orphan drugs; as well as general corporate purposes.

The closing of the offering is expected to occur on February 7, 2012, or earlier, subject to customary closing conditions, at which time Spherix will receive the cash proceeds and deliver the securities.

Rodman & Renshaw, LLC, a wholly-owned subsidiary of Rodman & Renshaw Capital Group, Inc. (NASDAQ: RODM), acted as the exclusive placement agent for the offering.

The common stock and warrants are being offered by Spherix pursuant to an effective registration statement on Form S-3 filed with the Securities and Exchange Commission (SEC). A prospectus supplement relating to the offering described above will be filed with the SEC.

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