VIVUS Announces $11.55 Million Registered Direct Offering Priced At-the-Market under Nasdaq Rules
April 01 2020 - 9:02AM
VIVUS, Inc. (Nasdaq: VVUS; the “Company”), a biopharmaceutical
company, today announced that it has entered into definitive
agreements with several institutional and accredited investors for
the purchase and sale of 7,218,750 shares of the Company’s common
stock, at a purchase price of $1.60 per share, 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, 2020, subject to the satisfaction of customary closing
conditions.
H.C. Wainwright & Co. is acting as the
exclusive placement agent for the offering.
The gross proceeds to the Company from this
offering are expected to be $11.55 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, general corporate purposes, research
and development and satisfaction of corporate debts.
The shares of common stock are being offered by
the Company pursuant to a "shelf" registration statement on Form
S-3 (File No. 333-227353) previously filed with the Securities and
Exchange Commission (the "SEC") on September 14, 2018 and
declared effective by the SEC on September 27, 2018. The
offering of the securities will be made only by means of a
prospectus, including a prospectus supplement, forming a part of
the effective registration statement. A final prospectus supplement
and accompanying prospectus relating to the securities being
offered 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 H.C.
Wainwright & Co., LLC at 430 Park Avenue, 3rd
Floor, New York, NY 10022, by phone at (646) 975-6996 or
e-mail at placements@hcwco.com.
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 VIVUS
VIVUS is a biopharmaceutical company committed
to the development and commercialization of innovative therapies
that focus on advancing treatments for patients with serious unmet
medical needs. For more information about VIVUS, please
visit www.vivus.com.
Forward-Looking Statements
Certain statements in this press release are
forward-looking within the meaning of the Private Securities
Litigation Reform Act of 1995 and are subject to risks,
uncertainties and other factors, including risks and uncertainties
related to the completion of the registered direct offering, the
satisfaction of customary closing conditions related to the
registered direct offering and the intended use of net proceeds
from the registered direct offering as well as our ability to
execute on our business strategy to enhance long-term stockholder
value; risks and uncertainties related to our ability to address
our outstanding balance of the convertible notes due in May 2020;
risk and uncertainties related to the timing, strategy, structure
and success of our capital raising efforts; risks and uncertainties
related to the effect of the recent coronavirus (COVID-19) outbreak
on our business and the businesses of our partners; risks and
uncertainties related to the effectiveness of the VIVUS Health
Platform, including its adoption by healthcare providers and its
ability to improve patient outcomes and, if applicable, access
to Qsymia® and PANCREAZE®; risks and uncertainties related to
the timing, strategy, tactics and success of the marketing and
sales of PANCREAZE, including our ability to improve patient access
to PANCREAZE; risks and uncertainties related to our, or our
current or potential partner's, ability to successfully
commercialize Qsymia, including our ability to improve patient and
physician access to Qsymia; risks and uncertainties related to our
ability to sell through the Qsymia retail pharmacy network and the
Qsymia Advantage Program; risks and uncertainties related to the
timing of initiation and completion of the post-approval clinical
studies required as part of the approval of Qsymia by the U.S. Food
and Drug Administration (“FDA”), including the Phase 4
post-marketing study of Qsymia in obese adolescents; risks and
uncertainties related to the response from FDA to any data and/or
information relating to post-approval clinical studies required for
Qsymia; risks and uncertainties related to the impact of any
possible future requirement to provide further analysis of
previously submitted clinical trial data; risks and uncertainties
related to the design and outcome of any clinical study required by
FDA to expand the Qsymia label; risks and uncertainties related to
our ability to work with FDA to significantly reduce or remove the
requirements of the clinical post-approval cardiovascular outcomes
trial; risks and uncertainties related to the failure to
obtain FDA or foreign authority clearances or approvals
and noncompliance with FDA or foreign authority
regulations; risks and uncertainties related to our ability to
demonstrate through clinical testing the quality, safety, and
efficacy of our current or future investigational drug candidates
or approved products and risks and uncertainties related to market
and other conditions. These risks and uncertainties could cause
actual results to differ materially from those referred to in these
forward-looking statements. The reader is cautioned not to rely on
these forward-looking statements. Investors should read the
risk factors set forth in VIVUS’ Form 10-K for the year ended
December 31, 2019 as filed on March 3, 2020, and periodic reports
filed with the Securities and Exchange Commission. VIVUS does
not undertake an obligation to update or revise any forward-looking
statements, except as required by law.
VIVUS, Inc. |
Investor Relations: Lazar FINN Partners |
Mark Oki |
David Carey |
Chief Financial Officer |
Senior Partner |
oki@vivus.com |
david.carey@finnpartners.com |
650-934-5200 |
212-867-1768 |
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