LAWRENCEVILLE, N.J.,
May 28, 2015 /PRNewswire/ -- Celsion
Corporation (the "Company") (NASDAQ: CLSN) today announced that it
has received commitments from two institutional healthcare
investors to purchase an aggregate of approximately $8 million of the Company's common stock in an
at-the-market registered direct offering and a concurrent private
placement of warrants to purchase common stock.
The Company entered into a definitive purchase agreement with
these investors pursuant to which the Company agreed to sell an
aggregate of 3,000,000 shares of its common stock at a per share
price of $2.675 in a registered
direct offering. Additionally, in a concurrent private placement,
the Company agreed to issue to the investors warrants to purchase,
for each share of common stock purchased in the registered direct
offering, 0.65 share of common stock for a total of 1,950,000
shares of common stock. The warrants have an exercise price of
$2.60 per share and will expire five
years from the date of issuance. The closing of the registered
direct offering and the concurrent private placement is expected to
take place on or about June 1, 2015,
subject to the satisfaction of customary closing conditions.
The estimated net proceeds to the Company from the sale of the
shares of common stock in the registered direct offering are
expected to be approximately $7.3
million. The Company intends to use the net proceeds for
general corporate purposes.
Maxim Group LLC is acting as sole placement agent in connection
with the registered direct offering and concurrent private
placement.
A shelf registration statement (File No. 333-183286) relating to
the shares of common stock issued in the registered direct offering
was filed with and declared effective by the Securities and
Exchange Commission (the "SEC"). A prospectus supplement relating
to the registered direct offering will be filed by the Company with
the SEC. Copies of the prospectus supplement, together with the
accompanying prospectus, can be obtained at the SEC's website at
http://www.sec.gov, from request at Maxim Group LLC, 405 Lexington
Ave., 2nd Floor, New York, NY,
10174; by telephone at (800) 724-0761, or from Celsion Corporation,
997 Lenox Drive, Suite 100, Lawrenceville, NJ 08648, Attention: Chief
Financial Officer.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy any securities of the Company in
the registered direct offering or the concurrent private placement.
There shall not be any offer, solicitation of an offer to buy, or
sale of securities in any state or jurisdiction in which such an
offering, solicitation, or sale would be unlawful prior to
registration or qualification under the securities laws of any such
state or jurisdiction.
Additional Information:
Statements made in this press release include forward-looking
statements within the meaning of Section 27A of the Securities Act
of 1933, as amended, and Section 21E of the Securities Exchange Act
of 1934, as amended, regarding, but not limited to, the amount and
use of proceeds the Company expects to receive from the sale of the
shares of common stock in the registered direct offering and the
closing of the transactions. Forward-looking statements can be
identified by the use of words such as "may," "will," "plan,"
"should," "expect," "anticipate," "estimate," "continue," or
comparable terminology. Such forward-looking statements are
inherently subject to certain risks, trends and uncertainties, many
of which the Company cannot predict with accuracy and some of which
the Company might not even anticipate, and involve factors that may
cause actual results to differ materially from those projected or
suggested. Readers are cautioned not to place undue reliance on
these forward-looking statements and are advised to consider the
factors listed above together with the additional factors under the
heading "Forward-Looking Statements" and "Risk Factors" in the
Company's Annual Reports on Form 10-K, as may be supplemented or
amended by the Company's Quarterly Reports on Form 10-Q. The
Company assumes no obligation to update or supplement
forward-looking statements that become untrue because of subsequent
events, new information or otherwise.
Investor Contact
Jeffrey W. Church
Senior Vice President & CFO
609-482-2455
jchurch@celsion.com
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SOURCE Celsion Corporation