22nd Century Group Announces $6 Million Registered Direct Offering
May 29 2015 - 7:30AM
Business Wire
22nd Century Group, Inc. (NYSE MKT: XXII), a plant biotechnology
company whose mission is to reduce the harm caused by smoking,
announced today that it has entered into an agreement with a single
institutional investor to receive $6 million in gross proceeds in a
registered direct offering through the sale of common stock and
warrants consisting of 6,000,000 shares of the Company’s common
stock and 66-month warrants to purchase 3,000,000 shares of common
stock at an exercise price of $1.25 per share (not exercisable for
six months from issuance). If the warrants are exercised for cash
in full, the Company would receive additional gross proceeds of
approximately $3.75 million.
The offering is expected to close on or about June 2, 2015,
subject to customary closing conditions. The net proceeds of the
financing will be used for general corporate purposes, including
working capital.
Henry Sicignano III, President and Chief Executive Officer of
22nd Century, commented, "We are preparing for an exciting second
half of 2015 on multiple fronts. Our key priorities remain the
successful launch of RED SUN in the U.S. and MAGIC in Europe;
signing agreements with leading distributors in the U.S. and
abroad; potential strategic partnerships for X-22, the Company’s
novel smoking cessation aid in development; submission of a
modified risk tobacco product application with the FDA for very low
nicotine Brand A cigarettes; joint venture partnerships in Asia;
and the continuation of our world renowned research in tobacco
technology." Mr. Sicignano continued, "We believe this capital
raise – with a single institutional investor – is a strong vote of
confidence in 22nd Century and an important step forward in
executing our strategy."
Chardan Capital Markets, LLC acted as the sole placement agent
for this transaction.
The securities described above are being offered by 22nd Century
through a prospectus supplement pursuant to 22nd Century’s shelf
registration statement on Form S-3 as previously filed and declared
effective by the Securities and Exchange Commission and the base
prospectus contained therein (Registration No. 333-195386). A
prospectus supplement related to the offering will be filed with
the Securities and Exchange Commission. This news release shall not
constitute an offer to sell or the solicitation of an offer to buy,
nor shall there be any sale of these 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
are being be offered only by means of a prospectus, including a
prospectus supplement, forming a part of the effective registration
statement. Copies of the final prospectus supplement and
accompanying base prospectus may be obtained, when available, by
contacting Chardan Capital Markets, LLC, 150 East 58th Street, 28th
Floor, New York, NY 10155, at (646) 465-9028, or the Securities and
Exchange Commission's website at http://www.sec.gov.
About 22nd Century Group, Inc.
22nd Century Group is a plant biotechnology company focused on
technology which allows it to increase or decrease the level of
nicotine in tobacco plants through genetic engineering and plant
breeding. The Company’s mission is to reduce the harm caused by
smoking. 22nd Century owns or exclusively controls 128 issued
patents plus an additional 52 pending patent applications in 96
countries. The Company’s strong IP position led to a licensing
agreement with British American Tobacco (“BAT”), the world’s second
largest tobacco company. Visit www.xxiicentury.com for
more information.
Cautionary Note Regarding Forward-Looking Statements: This press
release contains forward-looking information, including all
statements that are not statements of historical fact regarding the
intent, belief or current expectations of 22nd Century Group, Inc.,
its directors or its officers with respect to the contents of this
press release. The words “may,” “would,” “will,” “expect,”
“estimate,” “anticipate,” “believe,” “intend” and similar
expressions and variations thereof are intended to identify
forward-looking statements. We cannot guarantee future results,
levels of activity or performance. You should not place undue
reliance on these forward-looking statements, which speak only as
of the date that they were made. These cautionary statements should
be considered with any written or oral forward-looking statements
that we may issue in the future. Except as required by applicable
law, including the securities laws of the United States, we do not
intend to update any of the forward-looking statements to conform
these statements to reflect actual results, later events or
circumstances, or to reflect the occurrence of unanticipated
events. You should carefully review and consider the various
disclosures made by us in our annual report on Form 10-K for the
fiscal year ended December 31, 2014, filed on February 6, 2015,
including the section entitled “Risk Factors,” and our other
reports filed with the U.S. Securities and Exchange Commission
which attempt to advise interested parties of the risks and factors
that may affect our business, financial condition, results of
operation and cash flows. If one or more of these risks or
uncertainties materialize, or if the underlying assumptions prove
incorrect, our actual results may vary materially from those
expected or projected.
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version on businesswire.com: http://www.businesswire.com/news/home/20150529005211/en/
Investor Relations:IRTH CommunicationsAndrew Haag,
866-976-4784xxii@irthcommunications.comorRedington, Inc.Tom
Redington, 203-222-7399
22nd Century (AMEX:XXII)
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