Attached files
file | filename |
---|---|
8-K - 8-K - Savara Inc | a53960e8vk.htm |
EX-3.1 - EX-3.1 - Savara Inc | a53960exv3w1.htm |
Exhibit 99.1
ADVENTRX PHARMACEUTICALS ANNOUNCES FINANCING
SAN DIEGO October 6, 2009 ADVENTRX Pharmaceuticals, Inc. (NYSE Amex: ANX) announced
today that it has obtained commitments to purchase shares of its Series D convertible preferred
stock pursuant to a registered direct offering to institutional investors, representing gross
proceeds to ADVENTRX of approximately $11.3 million. ADVENTRX plans to use the net
proceeds from the offering to fund its operations during the FDA review period of an ANX-530 NDA
and to continue development of ANX-514, and for general corporate purposes.
The preferred stock is convertible into shares of ADVENTRXs common stock at the option of the
investors at a conversion price of $0.18805 per share and will accrue a 4.25660% cumulative
dividend until October 9, 2020. If the convertible preferred stock is converted at any time prior
to October 9, 2020, ADVENTRX will pay the holder an amount equal to the total dividend that would
accrue on the convertible preferred stock from the conversion date through October 9, 2020, or
$468.23 per $1,000 stated value of preferred stock converted, less any dividend payments made with
respect to the converted preferred stock. Approximately $5,283,000, of the gross proceeds will be
placed in an escrow account, which amounts will be released to make the dividend and other payments
described above.The investors also will receive warrants to purchase an aggregate of 19,800,000
shares of ADVENTRXs common stock. The warrants will have an exercise price of $0.1468 per share
and are exercisable at any time after the closing of the transaction and before the five-year
anniversary of the initial exercise date. The closing of the offering is expected to take place on
or before October 9, 2009, subject to the satisfaction of customary closing conditions.
The convertible preferred stock and warrants are being offered by ADVENTRX pursuant to an
effective registration statement on Form S-1 filed with the Securities and Exchange Commission
(SEC). A prospectus relating to the offering will be filed with the SEC. Rodman & Renshaw, LLC, a
wholly owned subsidiary of Rodman & Renshaw Capital Group, Inc. (NasdaqGM: RODM), acted as the
exclusive placement agent for the transaction.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor
shall there be any sale of the securities in any state or jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or qualification under the securities
laws of any such state or jurisdiction. The securities may only be offered by means of a
prospectus. Copies of the prospectus can be obtained directly from Rodman & Renshaw, LLC at 1251
Avenue of the Americas, 20th Floor, New York, NY 10020, or from the SECs website at
www.sec.gov.
About ADVENTRX Pharmaceuticals
ADVENTRX Pharmaceuticals is a specialty pharmaceutical company whose product candidates are
designed to improve the safety of existing cancer treatments. More information can be found on the
Companys web site at www.adventrx.com.
Forward Looking Statement
ADVENTRX cautions you that statements included in this press release that are not a description of
historical facts are forward-looking statements that involve risks and assumptions that, if they
materialize or do not prove to be accurate, could cause ADVENTRXs results to differ materially
from historical results or those expressed or implied by such forward-looking statements. These
risks and uncertainties include, but are not limited to: the risk that ADVENTRX fails to submit an
ANX-530 NDA, whether by December 31, 2009 or at all; the risk the FDA will determine that ANX-530
and Navelbine® are not bioequivalent or for the FDA to require additional preclinical work and/or
clinical activities to support the submission or approval of an ANX-530 NDA; difficulties or delays
in manufacturing, obtaining regulatory approval for and marketing ANX-530, including validating
commercial manufacturers and suppliers; the risk that ADVENTRXs common stock will be delisted by
the NYSE Amex, including as a result of failing to comply with applicable stockholder approval
requirements or failing to maintain sufficient stockholders equity or a sufficient stock price;
the risk that the provisions of Delaware General Corporation Law will prohibit ADVENTRX from making
the cumulative dividend and
other payments due its Series D convertible preferred stock (or to the holders thereof), which may
be a breach of its certificate of incorporation or other contractual obligations and expose
ADVENTRX to corresponding liability; the risk that ADVENTRX will be unable to raise sufficient
additional capital to commercialize ANX-530 or to continue the development of ANX-514; the risk
that the performance of third parties on whom ADVENTRX relies to conduct its studies or evaluate
the data may be substandard, or they may fail to perform as expected; and other risks and
uncertainties more fully described in ADVENTRXs press releases and in the prospectus relating to
this offering, which will be filed with the Securities and Exchange Commission. ADVENTRXs public
filings with the Securities and Exchange Commission are available at www.sec.gov.
You are cautioned not to place undue reliance on these forward-looking statements, which speak only
as of the date when made. ADVENTRX does not intend to update any forward-looking statement as set
forth in this press release to reflect events or circumstances arising after the date on which it
was made.
Company Contact:
|
Investor Contact: | |
ADVENTRX Pharmaceuticals
|
Lippert/Heilshorn & Associates, Inc. | |
Brian Culley, Principal Executive Officer
|
Don Markley (dmarkley@lhai.com) | |
858-552-0866
|
310-691-7100 |
# # #