Hemispherx Announces Pricing of $2.57 Million Registered Direct Offering at a Premium to Market
April 20 2018 - 9:28AM
Hemispherx Biopharma, Inc. (NYSE American:HEB) (“Hemispherx” or the
“Company”), a research and development and emerging commercial
growth company focused on unmet medical needs in immunology, with a
special emphasis in immune-oncology, announced today it has entered
into a securities purchase agreement with certain accredited
institutional investors to purchase approximately $2.57 million of
its common stock in a registered direct offering and concurrent
private placement at a premium to market.
Under the terms of the purchase agreement,
Hemispherx has agreed to sell approximately 6,600,000 shares of its
common stock. In a concurrent private placement, Hemispherx
has agreed to issue Class A common stock purchase warrants to
purchase up to an aggregate of 3,300,000 shares of common stock and
Class B common stock purchase warrants to purchase up to an
aggregate of 3,300,000 shares of common stock. All warrants
will be exercisable six months following the date of issuance and
have an exercise price of $0.39 per share. The Class A
warrants will expire on the 2-year anniversary of the initial
issuance date and the Class B warrants will expire on the 5-year
anniversary of the initial issuance date. The combined purchase
price for one share of common stock and each warrant will be priced
above market at $0.39.
The gross proceeds to Hemispherx from the
registered direct offering and concurrent private placement are
estimated to be approximately $2.57 million before deducting the
placement agents’ fees and other estimated offering expenses.
The registered direct offering and concurrent private
placement is expected to close on or about April 24, 2018, subject
to the satisfaction of customary closing conditions.
Maxim Group LLC is acting as sole placement
agent for the offering.
The common stock being sold pursuant to the
registered direct offering is being made pursuant to a shelf
registration statement on Form S-3 (File No. 333-205228),
previously filed with the Securities and Exchange Commission (the
“SEC”) on June 25, 2015 and declared effective on August 4, 2015.
Such securities are being offered only by means of a prospectus. A
prospectus supplement and the accompanying prospectus relating to
and describing the terms of the registered direct offering will be
filed with the SEC. The warrants, along with the underlying common
stock have not been registered under the Securities Act of 1933, as
amended. When available, copies of the prospectus supplement
and the accompanying prospectus relating to the registered direct
offering may be obtained at the SEC’s website www.sec.gov or by
contacting Maxim Group LLC, 405 Lexington Avenue, 2nd Floor,
New York, NY 10174, at 212-895-3745.
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 these securities in any state or jurisdiction in which
such offer, solicitation or sale would be unlawful prior to the
registration or qualification under the securities laws of any such
state or jurisdiction.
About Hemispherx
BiopharmaHemispherx Biopharma, Inc. is an advanced
specialty pharmaceutical company engaged in the clinical
development of new drug entities for treatment of seriously
debilitating disorders. Hemispherx's flagship products include the
FDA approved drug Alferon N Injection® and the Argentina approved
drug rintatolimod (tradenames Ampligen® or Rintamod®). Rintatolimod
is a RNA nucleic acid being developed for globally important
debilitating diseases and disorders of the immune system, including
Myalgic Encephalomyelitis/Chronic Fatigue Syndrome (ME/CFS).
Hemispherx's platform technology includes components for potential
treatment of various severely debilitating and life threatening
diseases. Because rintatolimod has not been designated safe and
effective by the FDA for general use, it is legally available in
the United States only through clinical trials, however, Ampligen
has been approved in Argentina for ME/CFS and the company is
working toward legal access in other countries where early access
programs exist for serious diseases such as ME/CFS where there are
unmet medical needs. Ampligen is the only therapy approved anywhere
in the world for ME/CFS. Also, an Ampligen EAP approval has been
obtained for therapeutic use in the Netherlands for pancreatic
cancer.
Cautionary Note Regarding
Forward-Looking StatementsSome of the statements included
in this press release may be forward-looking statements that
involve a number of risks and uncertainties. For those statements,
we claim the protection of the safe harbor for forward-looking
statements contained in the Private Securities Litigation Reform
Act of 1995. Any forward-looking statements set forth in this press
release speak only as of the date of this press release. We do not
undertake to update any of these forward-looking statements to
reflect events or circumstances that occur after the date hereof.
This press release and prior releases are available
at www.hemispherx.net. The information found on our website is
not incorporated by reference into this press release and is
included for reference purposes only.
Contact:
Hemispherx Biopharma, Inc. Phone Number: 800-778-4042 Email:
IR@hemispherx.net
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