ADVENTRX Pharmaceuticals Announces Closing of Financing
08 January 2010 - 8:18AM
PR Newswire (US)
SAN DIEGO, Jan. 7 /PRNewswire-FirstCall/ -- ADVENTRX
Pharmaceuticals, Inc. (NYSE Amex: ANX) announced today that it has
completed the previously announced sale of shares of its Series E
convertible preferred stock pursuant to a registered direct
offering to institutional investors, representing gross proceeds to
ADVENTRX of approximately $19 million. ADVENTRX plans to use the
net proceeds from the offering to fund activities relating to the
commercial launch of ANX-530, including acquiring or developing
sales, marketing and distribution capabilities and the associated
regulatory compliance infrastructure, and to continue the
development of ANX-514 in the United States, and for general
corporate purposes. The convertible preferred stock is convertible
into shares of ADVENTRX's common stock at the option of the
investors at a conversion price of $0.38115 per share and will
accrue a 3.73344597664961% cumulative dividend until January 7,
2015. If the convertible preferred stock is converted at any time
prior to January 7, 2015, ADVENTRX will pay the holder an amount
equal to the total dividend that would accrue on the convertible
preferred stock from the conversion date through January 7, 2015,
or $186.67 per $1,000 stated value of convertible preferred stock
converted, less any dividend payments made with respect to the
converted convertible preferred stock. Approximately $3.5 million
of the gross proceeds will be placed in an escrow account, which
amounts will be released to make the dividend and other payments
described above. The investors also will receive warrants to
purchase an aggregate of 12,462,285 shares of ADVENTRX's common
stock. The warrants will have an exercise price of $0.3499 per
share and are exercisable at any time after the closing of the
transaction and before the thirty (30) month anniversary of the
initial exercise date. The convertible preferred stock and warrants
are being offered by ADVENTRX pursuant to effective registration
statement(s) on Form S-3 filed with the Securities and Exchange
Commission ("SEC"). A prospectus relating to the offering was filed
with the SEC on January 4, 2010. Rodman & Renshaw, LLC, a
wholly owned subsidiary of Rodman & Renshaw Capital Group, Inc.
(NASDAQ: RODM), acted as the exclusive placement agent for the
transaction. 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 the 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 may only be offered by means of a
prospectus. Copies of the prospectus can be obtained directly from
Rodman & Renshaw, LLC at 1251 Avenue of the Americas, 20th
Floor, New York, NY 10020, or from the SEC's website at
http://www.sec.gov/. About ADVENTRX Pharmaceuticals ADVENTRX
Pharmaceuticals is a specialty pharmaceutical company whose product
candidates are designed to improve the performance of existing
cancer treatments by addressing limitations associated principally
with their safety and use. More information can be found on the
Company's web site at http://www.adventrx.com/. Forward Looking
Statement ADVENTRX cautions you that statements included in this
press release that are not a description of historical facts are
forward-looking statements that involve risks and assumptions that,
if they materialize or do not prove to be accurate, could cause
ADVENTRX's results to differ materially from historical results or
those expressed or implied by such forward-looking statements.
These risks and uncertainties include, but are not limited to: the
potential for regulatory authorities to require additional
preclinical work and/or clinical activities to support regulatory
filings; the risk the FDA will determine that ANX-530 and
Navelbine® are not bioequivalent or for the FDA to require
additional preclinical work and/or clinical activities to support
the acceptance or approval of an ANX-530 NDA; the risk that changes
made in transferring the manufacturing process for ANX-530 may
result in a lack of comparability between the commercial product
and the material used in clinical trials, and that FDA may require
ADVENTRX to perform additional non-clinical or clinical studies;
difficulties or delays in manufacturing, obtaining regulatory
approval for and marketing ANX-530, including validating commercial
manufacturers and suppliers; the risk that ADVENTRX's common stock
will be delisted by the NYSE Amex, including as a result of failing
to maintain sufficient stockholders' equity or a sufficient stock
price; the risk that the provisions of Delaware General Corporation
Law will prohibit ADVENTRX from making the cumulative dividend and
other payments due its Series E convertible preferred stock (or to
the holders thereof), which may be a breach of its certificate of
incorporation or other contractual obligations and expose ADVENTRX
to corresponding liability; the risk that the performance of third
parties on whom ADVENTRX relies to conduct its studies or evaluate
the data may be substandard, or they may fail to perform as
expected; and other risks and uncertainties more fully described in
ADVENTRX's press releases and in the prospectus relating to this
offering that was filed with the Securities and Exchange Commission
on January 4, 2010. ADVENTRX's public filings with the Securities
and Exchange Commission are available at http://www.sec.gov/. You
are cautioned not to place undue reliance on these forward-looking
statements, which speak only as of the date when made. ADVENTRX
does not intend to update any forward-looking statement as set
forth in this press release to reflect events or circumstances
arising after the date on which it was made. DATASOURCE: ADVENTRX
Pharmaceuticals, Inc. CONTACT: Brian Culley, Principal Executive
Officer of ADVENTRX Pharmaceuticals, +1-858-552-0866; or Investors,
Don Markley of Lippert/Heilshorn & Associates, Inc.,
+1-310-691-7100, , for ADVENTRX Pharmaceuticals, Inc. Web Site:
http://www.adventrx.com/
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