RenovoRx, Inc. Announces $5 Million Registered Direct Offering Priced At-The-Market under Nasdaq Rules
March 30 2023 - 12:20PM
Business Wire
RenovoRx, Inc. (the “Company”) (Nasdaq: RNXT), a
biopharmaceutical company focused on the localized treatment of
solid tumors, today announced that it has entered into a definitive
securities purchase agreement with a certain institutional investor
for the purchase and sale of 1,557,632 shares of the Company’s
common stock (or common stock equivalents) at a purchase price of
$3.21 per share of common stock (or common stock equivalent) in a
registered direct offering priced at-the-market under Nasdaq rules.
The closing of the offering is expected to occur on or about April
3, 2023, subject to the satisfaction of customary closing
conditions.
In addition, in a concurrent private placement, the Company will
issue to the investors warrants to purchase up to 1,947,040 shares
of common stock. The warrants have an exercise price of $3.21 per
share, will be exercisable immediately and will have a term of five
and one-half years.
Roth Capital Partners is acting as the exclusive placement agent
for the offering.
The gross proceeds to the Company from this offering are
expected to be approximately $5 million, before deducting the
placement agent’s fees and other offering expenses payable by the
Company. The Company intends to use the net proceeds from this
offering for working capital and other general corporate
purposes.
The securities in the offering described above (but not the
warrants issued in the concurrent private placement or the shares
of common stock underlying the warrants) are being offered by the
Company pursuant to a “shelf” registration statement on Form S-3
(File No. 333-268302) previously filed with the Securities and
Exchange Commission (the “SEC”) and declared effective by the SEC
on November 21, 2022. The offering is being made only by means of a
prospectus, including a prospectus supplement, forming a part of
the effective registration statement, relating to the offering that
will be filed with the SEC. Electronic copies of the final
prospectus supplement and accompanying prospectus may be obtained,
when available, on the SEC’s website at http://www.sec.gov or by
contacting Roth Capital Partners, LLC at 888 San Clemente Drive,
Newport Beach CA 92660, by phone at (800) 678-9147.
The warrants described above were offered in a private placement
under Section 4(a)(2) of the Securities Act of 1933, as amended
(the “Act”), and Regulation D promulgated thereunder and, along
with the shares of common stock underlying the warrants, have not
been registered under the Act, or applicable state securities laws.
Accordingly, the warrants and underlying shares of common stock may
not be offered or sold in the United States except pursuant to an
effective registration statement or an applicable exemption from
the registration requirements of the Act and such applicable state
securities laws.
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy these securities, nor shall there
be any sale of these securities in any state or other 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 other jurisdiction.
About RenovoRx, Inc.
RenovoRx is a clinical-stage biopharmaceutical company with a
vision to disrupt the current paradigm of cancer treatment. Our
mission is to lead a revolution in oncology therapy by delivering
its innovative and targeted intra-arterial (IA) delivery of
chemotherapy directly to solid tumors. The proprietary RenovoRx
Trans-Arterial Micro-Perfusion (RenovoTAMP®) therapy platform aims
to avoid the harsh side effects typical of the current standard of
care, or systemic delivery methods, thus improving patient
well-being and, potentially extension of life, so more time may be
enjoyed with loved ones. RenovoTAMP utilizes approved
chemotherapeutics with validated mechanisms of action and
well-established safety and clinical use, with the goal of
improving their safety, tolerance, and widening their therapeutic
window by providing more targeted delivery at the location of the
tumor tissue. RenovoRx’s lead product candidate, RenovoGemTM, is a
combination of gemcitabine and its patented delivery system,
RenovoCath®, and is regulated by the FDA as a novel oncology drug
product to treat unresectable locally advanced pancreatic cancer
(LAPC). RenovoGem is currently being studied in the Phase III
TIGeR-PaC clinical trial for the treatment of LAPC.
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933, and
Section 21E of the Securities Exchange Act of 1934, including but
not limited to statements regarding our securities offering.
Statements that are not purely historical are forward-looking
statements. The forward-looking statements contained herein are
based upon our current expectations and beliefs regarding future
events, many of which, by their nature, are inherently uncertain,
outside of our control and involve assumptions that may never
materialize or may prove to be incorrect. These may include
estimates, projections and statements relating to our research and
development plans, clinical trials, therapy platform, business
plans, objectives and expected operating results, which are based
on current expectations and assumptions that are subject to known
and unknown risks and uncertainties that may cause actual results
to differ materially from those expressed or implied by these
forward-looking statements. These statements may be identified
using words such as “may,” “expects,” “plans,” “aims,”
“anticipates,” “believes,” “forecasts,” “estimates,” “intends,” and
“potential,” or the negative of these terms or other comparable
terminology regarding RenovoRx’s expectations strategy, plans or
intentions, although not all forward-looking statements contain
these words. These forward-looking statements are subject to a
number of risks, uncertainties and assumptions, that could cause
actual events to differ materially from those projected or
indicated by such statements. Information regarding the foregoing
and additional risks may be found in the section entitled “Risk
Factors” in documents that we file from time to time with the
Securities and Exchange Commission. Forward-looking statements
included herein are made as of the date hereof, and RenovoRx does
not undertake any obligation to update publicly such
forward-looking statements to reflect subsequent events or
circumstances, except as required by law.
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version on businesswire.com: https://www.businesswire.com/news/home/20230330005653/en/
Investor Contact: KCSA Strategic Communications Valter
Pinto or Jack Perkins T: 212-896-1254 renovorx@kcsa.com
Media Contact: Kevin Knight T: 214-732-9392
kknightpr@gmail.com
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