Gentium Raises $10.9 Million in Private Offering; Funding to Support New Trials and Continued Development of Pipeline
04 October 2005 - 11:23PM
Business Wire
Gentium S.p.A. (AMEX:GNT) (the "Company") announced today that it
has entered into definitive agreements for a $10.9 million private
placement of 1.551,125 million of its American Depository Shares
(ADSs) at a price of $7.05 per ADS. Subject to shareholder
approval, investors in the financing will also receive warrants to
purchase 620,452 ADSs at an exercise price of $9.69 per share. The
closing is subject to certain conditions precedent to the closing.
The purchase price is subject to reduction of 20% if the Company's
shareholders do not approve the issuance of the warrants within 180
days. Funds managed by Great Point Partners, LLC were the lead
investors in the transaction. Rodman & Renshaw LLC acted as the
lead placement agent for the offering, and Maxim Group LLC and
I-Bankers Securities Incorporated were co-placement agents. The net
proceeds from the offering will be used to fund additional costs
relating to the Company's upcoming Phase III trial of Defibrotide
to treat Severe VOD, the Company's portion of the costs related to
the recently announced Phase I/II trial of Defibrotide to treat
Multiple Myeloma, the continued development of the Company's other
product candidates and for general corporate purposes. Dr. Laura
Ferro, Gentium's Chairman and Chief Executive Officer, said,
"Recent developments, including the announcement of our upcoming
Phase III trial and our participation in an independent trial using
Defibrotide to treat Multiple Myeloma, underscore the progress and
exciting potential for Defibrotide in a number of target
therapeutic areas." "This financing strengthens our balance sheet
and allows us more flexibility in the timing of commencing some of
our clinical trials. In addition, it gives us the capital to
negotiate new drug development and licensing agreements from a
position of strength. We are pleased with the support shown by some
of our existing shareholders as well as by the enthusiasm of
recognized biotech investors such as Great Point Partners and RA
Capital Management, who have participated in this financing,"
concluded Dr. Ferro. David Kroin, a Managing Director of Great
Point Partners, LLC, said, "We are excited to become an investor in
Gentium. Our discussions with leading clinicians and researchers
led us to the conclusion that Defibrotide has great potential for
its investigational uses as well as holding promise in a number of
additional indications. VOD is a devastating disease and we are
excited to be associated with the development of this unique
compound which may be the first available to significantly reduce
its mortality." The ADSs sold in the private placement and the
shares issuable upon exercise of the related warrants have not been
registered under the Securities Act of 1933, as amended, or state
securities laws, and may not be offered or sold in the United
States without being registered with the Securities and Exchange
Commission (SEC) or through an applicable exemption from SEC
registration requirements. The shares were offered (and will be
sold) only to qualified institutional buyers and a limited number
of accredited investors. The Company has agreed to file a
registration statement with the SEC covering the resale of the ADSs
issued in the private placement and issuable upon exercise of the
warrants. About VOD Severe VOD is a potentially life-threatening
condition in which some of the veins in the liver are blocked as a
result of toxic cancer treatments such as chemotherapy, radiation,
hormone therapy and bone marrow and stem cell transplants. Based on
the Company's review of more than 200 published papers in the
medical literature, it is estimated that approximately 80% of
patients with Severe VOD die within 100 days without treatment.
There are no currently approved treatments for Severe VOD. About
the Company Gentium S.p.A. is a biopharmaceutical company located
in Villa Guardia (Como), Italy that is focused on the research,
discovery and development of drugs derived from DNA extracted from
natural sources, and drugs which are synthetic derivatives, to
treat and prevent a variety of vascular diseases and conditions
related to cancer and cancer treatments. Defibrotide, the Company's
lead product candidate in the U.S., is an investigational drug that
has been granted Orphan Drug status by the U.S. FDA to treat
veno-occlusive disease (VOD) with multiple organ failure ("Severe
VOD") and Fast Track designation for the treatment of Severe VOD in
recipients of stem cell transplants. Cautionary Note Regarding
Forward-Looking Statements This press release contains
"forward-looking statements." In some cases, you can identify these
statements by forward-looking words such as "may," "might," "will,"
"should," "expect," "plan," "anticipate," "believe," "estimate,"
"predict," "potential" or "continue," the negative of these terms
and other comparable terminology. These statements are not
historical facts but instead represent the Company's belief
regarding future results, many of which, by their nature, are
inherently uncertain and outside the Company's control. It is
possible that actual results may differ, possibly materially, from
those anticipated in these forward-looking statements. For a
discussion of some of the risks and important factors that could
affect future results, see the discussion in our Prospectus filed
with the Securities and Exchange Commission under Rule 424(b)(4)
under the caption "Risk Factors." GNT-G
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