WARRINGTON, Pa., July 22, 2015 /PRNewswire/ -- Discovery
Laboratories, Inc. (NASDAQ: DSCO) today announced that it has
completed its previously announced public offering of 16.3 million
Series A units and 42.0 million Series B units, at a public
offering price of $0.60 per unit. In
addition, on July 21, 2015, the
underwriters notified the Company of their intention to exercise
their option to purchase an additional 8.75 million Series A units
to cover over-allotments, bringing the aggregate number of Series A
units sold to 25.08 million. Each Series A unit consists of
one share of common stock and a Series A warrant to purchase one
share of common stock. Investors whose purchase of units in the
offering would result in their beneficially owning more than the
beneficial ownership limitation set forth in the warrants have had
the opportunity to acquire, in lieu of Series A units, Series B
units, each of which consists of one Pre-Funded Series B warrant to
purchase one share of common stock at an initial exercise price of
$0.60 per share, of which the entire
amount has been pre-paid upon issuance, and one Series B warrant to
purchase one share of common stock. The Series A and Series B
warrants are exercisable immediately at an exercise price of
$0.70 per share. All warrants
will expire on the seventh anniversary of the issue date. The
shares of common stock and warrants were immediately separable such
that no units were issued.
Discovery Labs has received net proceeds of approximately
$37.6 million, after deducting an
underwriting discount and other estimated fees and expenses related
to the offering. Included in the proceeds is $5.0 million in non-cash consideration from
affiliates of Deerfield Management Company, L.P., lenders under the
Company's secured loan facility, in satisfaction of future interest
payments due under the loan facility.
The net cash proceeds will be used primarily to advance
Discovery Labs' AEROSURF® development program to address
respiratory distress syndrome (RDS) in premature infants, including
an ongoing phase 2 clinical program, and for general corporate
purposes.
Stifel acted as sole bookrunning manager for the offering,
H.C. Wainwright & Co. acted as
lead manager and LifeSci Capital acted as co-manager. The
units were offered under Discovery Labs' previously filed
registration statement declared effective by the Securities and
Exchange Commission on June 13,
2014.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy any securities of Discovery
Laboratories, Inc., nor shall there be any sale of 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. Copies of the
final prospectus supplement and accompanying base prospectus
relating to this offering may be obtained at the Securities and
Exchange Commission web site at http://www.sec.gov, or from Stifel,
Nicolaus & Company, Incorporated, Attention: Syndicate,
One Montgomery Street, Suite 3700,
San Francisco, California 94104 or
via telephone at (415) 364-2720 or via email at
syndprospectus@stifel.com.
About Discovery Labs
Discovery Laboratories, Inc. is a
specialty biotechnology company focused on developing aerosolized
KL4 surfactant therapies for respiratory diseases. Surfactants
are produced naturally in the lung and are essential for normal
respiratory function and survival. If surfactant deficiency or
degradation occurs, the air sacs in the lungs can collapse,
resulting in severe respiratory diseases and
disorders. Discovery Labs' technology platform includes a
novel synthetic peptide-containing (KL4) surfactant, that is
structurally similar to pulmonary surfactant, and proprietary drug
delivery technologies being developed to enable efficient delivery
of aerosolized KL4 surfactant. Discovery Labs believes that
its proprietary technology platform makes it possible, for the
first time, to develop a significant pipeline of aerosolized
surfactant products to address a variety of respiratory diseases
for which there frequently are few or no approved therapies.
Forward-Looking Statements
To the extent
that statements in this press release are not strictly historical,
all such statements are forward-looking, and are made pursuant to
the safe harbor provisions of the Private Securities Litigation
Reform Act of 1995. These forward-looking statements are subject to
certain risks and uncertainties that could cause actual results to
differ materially from the statements made. Examples of such risks
and uncertainties, including those related to Discovery Labs'
securities offering and its development programs, are described in
Discovery Labs' filings with the Securities and Exchange Commission
including the most recent reports on Forms 10-K, 10-Q and 8-K, and
any amendments thereto.
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SOURCE Discovery Laboratories, Inc.
