Attached files
| file | filename |
|---|---|
| EX-4.1 - GENEREX BIOTECHNOLOGY CORP | v208927_ex4-1.htm |
| EX-10.1 - GENEREX BIOTECHNOLOGY CORP | v208927_ex10-1.htm |
| 8-K - GENEREX BIOTECHNOLOGY CORP | v208927_8k.htm |
Generex
Announces $3.0 Million Capital Investment
WORCESTER, MA, January 25,
2011 (PRNewswire) – Generex Biotechnology Corporation (the “Company”)
(www.generex.com)
(OTCBB:GNBT.OB) today announced that it entered into a securities purchase
agreement with certain institutional investors on January 24,
2011. The investors have agreed to purchase up to $6 million of
shares of the Company’s common stock and warrants to purchase shares of common
stock. At the initial closing, the investors will purchase an
aggregate of 12,000,000 shares of common stock together with warrants to
purchase an aggregate of 12,000,000 shares of common stock for a total purchase
price of $3,000,000. The investors will also have the option to
purchase up to an additional $3,000,000 of shares of common stock and warrants
to purchase shares of common stock during the 60 days following the initial
closing. The purchase price of any additional shares purchased by the
investors, and the exercise price of any additional warrants issued to them,
will be $0.25 per share.
The
warrants issued by the Company to the investors will be immediately exercisable,
expire five years after issuance, and have an exercise price of $0.25 per
share. The exercise price of the warrants issued to the investors
will be subject to adjustment in the case of stock splits, stock dividends,
combinations of shares, and similar recapitalization
transactions. The exercise price of the warrants will also be subject
to an adjustment upon the occurrence of certain events, including the issuance
by the Company of securities at a price per share less than the exercise price
then in effect. If the Company issues shares of common stock or
options exercisable for or securities convertible into common stock at an
effective price per share of common stock less than the exercise price then in
effect, the exercise price will be reduced to the effective price of the new
issuance. In addition, with any reduction to the exercise price, the
number of shares of common stock that may be purchased upon exercise of each
warrant will be increased or decreased proportionately, so that after such
adjustment the aggregate warrant exercise price payable for the adjusted number
of shares issuable upon exercise will be the same as the aggregate warrant
exercise price in effect immediately prior to such adjustment.
Generex
intends to use the net proceeds from the offering for general corporate purposes
which will include, inter
alia, funding research and development, preclinical and clinical trials,
the preparation and filing of new drug applications, and general working
capital.
The
closing of the offering is expected to take place on or about January 25, 2011,
subject to the satisfaction of customary closing conditions.
Seahawk
Capital Partners, Inc. was paid a finders’ fee by the Company in connection with
this offering.
This
announcement shall not constitute an offer to sell or the solicitation of an
offer to buy these securities, nor shall there be any offer or sale of these
securities in any jurisdiction in which such offer, solicitation, or sale would
be unlawful prior to registration or qualification under the securities laws of
any such jurisdiction. Generex is offering these securities pursuant
to an effective shelf registration statement and only by
prospectus. Copies of the final prospectus supplement in respect of
the offering, together with the accompanying base prospectus, can be obtained at
the Securities and Exchange Commission’s website at http://www.sec.gov.
About
Generex Biotechnology Corporation
Generex
is engaged in the research, development, and commercialization of drug delivery
systems and technologies. Generex has developed a proprietary
platform technology for the delivery of drugs into the human body through the
oral cavity (with no deposit in the lungs). The Company's proprietary
liquid formulations allow drugs typically administered by injection to be
absorbed into the body by the lining of the inner mouth using the Company's
proprietary RapidMist™ device. The Company's buccal insulin spray
product, Generex Oral-lyn™ is in Phase III clinical trials at several sites
around the world. Antigen Express, Inc. is a wholly owned subsidiary
of Generex. The core platform technologies of Antigen Express
comprise immunotherapeutic vaccines for the treatment of malignant, infectious,
allergic, and autoimmune diseases. Antigen Express has pioneered the
use of specific CD4+ T helper stimulation in immunotherapy. One of
its platform technologies relies on inhibition of expression of the Ii
protein. Antigen Express scientists, and others, have shown clearly
that suppression of expression of the Ii protein in cancer cells allows for
potent stimulation of T helper cells and prevents the further growth of cancer
cells. For more information, visit the Generex website at www.generex.com or
the Antigen Express website at www.antigenexpress.com.
Safe
Harbor Statement
This
release and oral statements made from time to time by Generex representatives in
respect of the same subject matter may contain “forward-looking statements”
within the meaning of the Private Securities Litigation Reform
Act of 1995. These statements can be identified by
introductory words such as “expects,” “plans,” “intends,” “believes,” “will,”
“estimates,” “forecasts,” “projects,” or words of similar meaning, and by the
fact that they do not relate strictly to historical or current
facts. Forward-looking statements frequently are used in discussing
potential product applications, potential collaborations, product development
activities, clinical studies, regulatory submissions and approvals, and similar
operating matters. Many factors may cause actual results to differ from
forward-looking statements, including inaccurate assumptions and a broad variety
of risks and uncertainties, some of which are known and others of which are
not. Known risks and uncertainties include those identified from time
to time in the reports filed by Generex with the Securities and Exchange
Commission, which should be considered together with any forward-looking
statement. No forward-looking statement is a guarantee of future
results or events, and one should avoid placing undue reliance on such
statements. Generex undertakes no obligation to update publicly any
forward-looking statements, whether as a result of new information, future
events or otherwise. Generex cannot be sure when or if it will be
permitted by regulatory agencies to undertake additional clinical trials or to
commence any particular phase of clinical trials. Because of this,
statements regarding the expected timing of clinical trials or ultimate
regulatory approval cannot be regarded as actual predictions of when Generex
will obtain regulatory approval for any “phase” of clinical trials or when it
will obtain ultimate regulatory approval by a particular regulatory
agency. Generex claims the protection of the safe harbor for
forward-looking statements that is contained in the Private Securities Litigation Reform
Act.
Generex
Contacts:
Investor
Relations Contacts:
Generex
Todd
Falls
800-391-6755
2
Seahawk
Capital Partners, Inc.
Joseph
Moscato
646-599-6222
American
Capital Ventures, Inc.
Howard
Gostfrand
877-918-0774
Media
Contact:
Beckerman
Public Relations
Christina
Markowitch
201-465-8002
3