Advancis Pharmaceutical to Raise $18 Million Through Private Placement of Common Equity
12 December 2006 - 12:45AM
PR Newswire (US)
GERMANTOWN, Md., Dec. 11 /PRNewswire-FirstCall/ -- Advancis
Pharmaceutical Corporation (NASDAQ:AVNC), a pharmaceutical company
focused on developing and commercializing novel anti-infective
products, today announced that it has entered into definitive
purchase agreements for the private placement of 6 million shares
of common stock, raising $18 million in gross proceeds. The newly
issued shares are priced at $3.00 per share and the transaction is
expected to close on or about December 14, 2006. Investors in the
offering include existing shareholders and several additional new
institutional investors. Pacific Growth Equities, LLC acted as lead
placement agent for the transaction and Susquehanna Financial
Group, LLLP acted as co-placement agent. The Company intends to use
the proceeds from the financing to prepare for the potential
commercial launch of Amoxicillin PULSYS, to continue product
development initiatives of its other pulsatile product candidates,
and for working capital and general corporate purposes. The Company
also announced that it reached agreement with Merrill Lynch
Capital, lender under the Company's existing credit facility, to
effectively waive the applicability of financial covenants relating
to revenue and invoiced products for fiscal quarters ending
December 31, 2006, and March 31, 2007. Such financial covenants
remain unchanged with respect to other periods. The shares sold in
the private placement 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 sold only to institutional and accredited
investors. The Company has agreed to file a registration statement
with the SEC covering the resale of the common stock issued in the
private placement. This news release is not an offer to sell or the
solicitation of an offer to buy the shares of the Company. This
announcement contains forward-looking statements within the meaning
of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended.
These statements are based on Advancis' current expectations and
assumptions. These statements are not guarantees of future
performance and are subject to a number of risks and uncertainties
that would cause actual results to differ materially from those
anticipated. The words, "believe," "expect," "intend,"
"anticipate," and variations of such words, and similar expressions
identify forward-looking statements, but their absence does not
mean that the statement is not forward- looking. Completion of the
financing described in this news release is subject to customary
closing conditions. If any of the conditions to closing are not
satisfied, the closing may not be completed. Actual results
realized by Advancis could differ materially from forward- looking
statements, depending in particular upon the risks and
uncertainties described in the Company's filings with the
Securities and Exchange Commission. These include, without
limitation, risks and uncertainties relating to the Company's
financial results and the ability of the Company to (1) reach
profitability, (2) prove that the preliminary findings for its
product candidates are valid, (3) receive required regulatory
approvals, (4) successfully conduct clinical trials in a timely
manner with favorable results, (5) establish its competitive
position for its products, (6) develop and commercialize products
that are superior to existing or newly developed competitor
products, (7) develop products without any defects, (8) have
sufficient capital resources to fund its operations, (9) protect
its intellectual property rights and patents, (10) implement its
sales and marketing strategy, (11) successfully attract and retain
collaborative partners, (12) successfully commercialize and gain
market acceptance for its Keflex products, and (13) retain its
senior management and other personnel. Existing and prospective
investors are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of today's date.
Advancis undertakes no obligation to update or revise the
information in this announcement, whether as a result of new
information, future events or circumstances or otherwise.
DATASOURCE: Advancis Pharmaceutical Corporation CONTACT: Robert C.
Low, Vice President, Finance & CFO, +1-301-944-6690, , or
Robert Bannon, Vice President, Investor Relations, +1-301-944-6710,
, both of Advancis Pharmaceutical Corp. Web site:
http://www.advancispharm.com/
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