Attached files
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EX-4.1 - EX-4.1 - Oncotelic Therapeutics, Inc. | b84367exv4w1.htm |
EX-10.3 - EX-10.3 - Oncotelic Therapeutics, Inc. | b84367exv10w3.htm |
EX-10.1 - EX-10.1 - Oncotelic Therapeutics, Inc. | b84367exv10w1.htm |
EX-10.2 - EX-10.2 - Oncotelic Therapeutics, Inc. | b84367exv10w2.htm |
8-K - FORM 8-K - Oncotelic Therapeutics, Inc. | b84367e8vk.htm |
Exhibit 99.1
Investor and Media Contact:
Michelle Edwards, Investor Relations
medwards@oxigene.com
650-635-7006
Michelle Edwards, Investor Relations
medwards@oxigene.com
650-635-7006
OXiGENE ENTERS INTO EXCHANGE AGREEMENTS WITH
WARRANT HOLDERS
WARRANT HOLDERS
Agreement Simplifies Companys Balance Sheet and
Provides Future Financing Flexibility
Provides Future Financing Flexibility
South San Francisco, California January 19, 2011 OXiGENE, Inc. (NASDAQ: OXGN), a
clinical-stage, biopharmaceutical company developing novel therapeutics to treat cancer and eye
diseases, has entered into separate Warrant Exchange Agreements with each of the holders of
outstanding warrants originally issued in March 2010 to eliminate all of such warrants having
ratchet price-based anti-dilution protection features in exchange for shares of Company common
stock and a lower number of warrants having no price based anti-dilution protections.
Under such separate agreements, these warrant holders have agreed to exchange all of their
outstanding Series A and Series C warrants at an initial closing for an aggregate of 21,938,673
shares of Company common stock and Series E warrants to purchase an aggregate of 24,452,468 shares
of Company common stock. The Series E warrants are not exercisable for six months, have an exercise
price of $0.23 per share and do not contain any price-based anti-dilution protections. In addition,
these warrant holders have agreed pursuant to such separate agreements to surrender all of the
Series E warrants issued at the initial closing should the Company promptly obtain stockholder
approval for the issuance of 9,150,892 additional shares of Company common stock, which would be
exchanged for the Series E warrants in a subsequent closing.
The initial closing is expected to take place on or about January 21, 2011, subject to the
satisfaction of customary closing conditions. OXiGENEs Board of Directors and executive officers
and Symphony Capital, who collectively own 25.7% of the outstanding shares of Common Stock, have
agreed with the Company to vote to approve the issuance of the additional shares at an upcoming
shareholder meeting, which is anticipated to take place early in March 2011. Roth Capital
Partners, LLC acted as financial advisor to OXiGENE for this transaction.
We are extremely pleased to have reached agreement with each of our warrant holders for this
warrant exchange, as we believe this transaction will significantly simplify our Companys balance
sheet, strengthen both our ability to regain compliance with Nasdaq listing standards and to take
advantage of future business opportunities and provide flexibility relative to future financing
transactions, said Peter J. Langecker, M.D., Ph.D., OXiGENEs Chief Executive Officer.
About OXiGENE
Warrant Exchange
January 19, 2011
Page 2 of 2
January 19, 2011
Page 2 of 2
OXiGENE is a clinical-stage biopharmaceutical company developing novel therapeutics to treat
cancer and eye diseases. The companys major focus is developing vascular disrupting agents (VDAs)
that selectively disrupt abnormal blood vessels associated with solid tumor progression and visual
impairment. OXiGENE is dedicated to leveraging its intellectual property and therapeutic
development expertise to bring life-extending and life-enhancing medicines to patients.
Safe Harbor Statement
This news release contains forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995 including the anticipated initial closing date of the
warrant exchange, the Companys ability to establish partnerships, obtain additional financing, and
regain compliance with Nasdaq listing standards, and continue development of the Companys clinical
programs. Any or all of the forward-looking statements in this press release may turn out to be
wrong. Forward-looking statements can be affected by inaccurate assumptions OXiGENE might make or
by known or unknown risks and uncertainties, including, but not limited to, the parties inability
to satisfy the closing conditions in the Warrant Exchange Agreement, the Companys inability to
raise additional capital, engage potential strategic partners or obtain regulatory guidance from
the FDA and the potential of VDAs to deliver increased clinical benefit to patients. Additional
information concerning factors that could cause actual results to materially differ from those in
the forward-looking statements is contained in OXiGENEs reports to the Securities and Exchange
Commission, including OXiGENEs reports on Form 10-K, 10-Q and 8-K. However, OXiGENE undertakes no
obligation to publicly update forward-looking statements, whether because of new information,
future events or otherwise. Please refer to our Annual Report on Form 10-K for the fiscal year
ended December 31, 2009.
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