TARRYTOWN, New York, June 29 /PRNewswire/ --
EpiCept Corporation (Nasdaq and OMX Stockholm: EPCT) announced today that
it has entered into definitive agreements with institutional investors to
raise US$10 million in gross proceeds through the sale of EpiCept common
stock and warrants.
(Logo: http://www.newscom.com/cgi-bin/prnh/20020513/NYM112LOGO )
In connection with the private placement, EpiCept will issue
approximately 5.1 million shares of its common stock at US$1.95 per share and
five-year warrants to purchase up to approximately 2.56 million shares of
common stock at an exercise price of US$2.93 per share. The warrants will not
become exercisable until six months after the closing. Following the
consummation of the private placement, EpiCept will have approximately 37.5
million shares of common stock outstanding.
The Company also agreed to file a registration statement with the
Securities and Exchange Commission to register the shares of common stock
issued in the private placement and the shares of common stock underlying the
warrants for possible resale by the investors.
This press release is neither an offer to sell nor a solicitation of an
offer to buy, nor shall there be any sale of, these securities in any state
in which such offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such state.
About EpiCept Corporation
EpiCept is focused on unmet needs in the treatment of cancer and pain.
EpiCept has a staged portfolio of pharmaceutical product candidates with
several pain therapies in late-stage clinical trials, and a lead oncology
compound (for acute myeloid leukemia, or AML) with demonstrated efficacy in a
Phase III trial; a marketing authorization application for this compound has
been submitted in Europe. EpiCept is based in Tarrytown, N.Y., and its
research and development team in San Diego is pursuing a drug discovery
program focused on novel approaches to apoptosis.
Forward Looking Statements
This news release and any oral statements made with respect to the
information contained in this news release, contains forward-looking
statements within the meaning of the Private Securities Litigation Reform Act
of 1995. Such forward-looking statements include statements which express
plans, anticipation, intent, contingency, goals, targets, future development
and are otherwise not statements of historical fact. These statements are
based on EpiCept's current expectations and are subject to risks and
uncertainties that could cause actual results or developments to be
materially different from historical results or from any future results
expressed or implied by such forward-looking statements. Factors that may
cause actual results or developments to differ materially include: the risk
that Myriad's development of Azixa will not be successful, the risk that
Azixa will not receive regulatory approval or achieve significant commercial
success, the risk that we will not receive any significant payments under our
agreement with Myriad, the risk that the development of our other apoptosis
product candidates will not be successful, the risk that our ASAP technology
will not yield any successful product candidates, the risk that clinical
trials for NP-1 will not be successful, that NP-1 will not receive regulatory
approval or achieve significant commercial success, the risk that Ceplene
will not receive regulatory approval or marketing authorization in the EU,
the risk that our other product candidates that appeared promising in early
research and clinical trials do not demonstrate safety and/or efficacy in
larger-scale or later stage clinical trials, the risk that EpiCept will not
obtain approval to market any of its product candidates, the risks associated
with reliance on additional outside financing to meet its capital
requirements, the risks associated with dependence upon key personnel, the
risks associated with reliance on collaborative partners and others for
further clinical trials, development, manufacturing and commercialization of
our product candidates; the cost, delays and uncertainties associated with
our scientific research, product development, clinical trials and regulatory
approval process; our history of operating losses since our inception;
competition; litigation; risks associated with our ability to have our common
stock readmitted to trading on The Nasdaq Global Market; risks associated
with prior material weaknesses in our internal controls; and risks associated
with our ability to protect our intellectual property. These factors and
other material risks are more fully discussed in EpiCept's periodic reports,
including its reports on Forms 8-K, 10-Q and 10-K and other filings with the
U.S. Securities and Exchange Commission. You are urged to carefully review
and consider the disclosures found in EpiCept's filings which are available
at www.sec.gov or at www.epicept.com. You are cautioned not to place undue
reliance on any forward-looking statements, any of which could turn out to be
wrong due to inaccurate assumptions, unknown risks or uncertainties or other
risk factors.
EPCT-GEN
Web site: http://www.epicept.com
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