SEATTLE, Sept. 18, 2014 /PRNewswire/ - Oncothyreon Inc.
(NASDAQ: ONTY) today announced the pricing of previously announced
concurrent but separate underwritten offerings of 10,000,000 shares
of its Common Stock at a price to the public of $2.00 per share, for expected gross proceeds of
$20 million and 10,000 shares of its
Series A Convertible Preferred Stock at a price to the public of
$2,000.00 per share, for expected
gross proceeds of $20 million. Each
share of Series A Convertible Preferred Stock is non-voting and
convertible into 1,000 shares of Oncothyreon Common Stock, provided
that conversion will be prohibited if, as a result, the holder and
its affiliates would beneficially own more than 4.99% of the Common
Stock then outstanding. As part of the Common Stock offering,
Oncothyreon also granted the underwriters a 30-day option to
purchase 1,500,000 additional shares of Oncothyreon Common Stock.
The offerings are being conducted as separate public offerings by
means of separate prospectus supplements, and neither offering is
contingent upon the consummation of the other.
Aggregate net proceeds from the offerings, after underwriting
discounts and commissions and estimated expenses, will be
approximately $37.4 million. The
offerings are expected to close on or about September 23, 2014, subject to customary closing
conditions.
Cowen and Company, LLC is acting as the sole book-running
manager and H.C. Wainwright &
Co., LLC is acting as the co-manager.
Each of the offerings is being made to purchasers pursuant to an
effective shelf registration statement filed with the Securities
and Exchange Commission, or SEC. Two prospectus supplements
and accompanying prospectuses describing the terms of the offerings
will be filed with the SEC. When available, copies of the
prospectus supplements and accompanying prospectuses may be
obtained by contacting Cowen and Company, LLC, c/o Broadridge
Financial Services, 1155 Long Island Avenue, Edgewood, NY, 11717, Attn: Prospectus
Department, or by calling (631) 274-2806. Electronic copies
of the prospectus supplements and accompanying prospectuses will
also be available on the website of the SEC at
http://www.sec.gov/.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy securities of Oncothyreon, nor
shall there be any sale of these securities in any state or
jurisdiction in which such an offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such state or jurisdiction.
Forward Looking Statements
This press release contains forward-looking statements within
the meaning of the "safe harbor" provisions of the Private
Securities Litigation Reform Act of 1995, including, but not
limited to, the Company's intention to conduct an offering of
securities. All statements other than statements of
historical fact are statements that could be deemed forward-looking
statements. These statements are based on management's
current expectations and beliefs and are subject to a number of
risks, uncertainties and assumptions that could cause actual
results to differ materially from those described in the
forward-looking statements, including, among others, the ability to
manage successfully and complete the offering, the general economic
and/or market conditions and the factors set forth in the Company's
filings with the SEC, including the Company's Annual Report on Form
10-K for the year ended December 31,
2013, the Company's Quarterly Report on Form 10-Q for the
quarter ended June 30, 2014 and the
prospectus supplements related to the offerings. The Company
undertakes no obligation to update the forward-looking statements
contained herein or to reflect events or circumstances occurring
after the date hereof, other than as may be required by applicable
law.
SOURCE Oncothyreon Inc.