Regulatory News:
EpiCept Corporation (Nasdaq OMX Stockholm Exchange and OTCQX: EPCT)
announced today that it has entered into a definitive agreement with a
single life science focused institutional investor for the purchase of
2,000 shares of its Series A 0% Convertible Preferred Stock at $1,000
per share, which are convertible into an aggregate of 10 million shares
of its common stock, and five-year warrants to purchase up to 5 million
shares of its common stock at an exercise price of $0.20 per share that
are immediately exercisable. EpiCept will receive approximately $1.8
million in net proceeds from the offering. The offering is expected to
close on or about February 13, 2012, subject to customary closing
conditions. Net proceeds from the offering will be used to meet working
capital needs and for general corporate purposes
Rodman & Renshaw, LLC, a subsidiary of Rodman & Renshaw Capital Group,
Inc. (Nasdaq: RODM), acted as the exclusive placement agent for the
offering.
The proposed public offering is being made pursuant to an effective
registration statement, and may be made only by means of a prospectus
and prospectus supplement. A copy of the prospectus supplement relating
to the common stock and warrants can be obtained from Rodman & Renshaw
LLC, 1251 Avenue of the Americas, 20th Floor, New York, NY
10020, or by calling 212-356-0549 or e-mailing placements@rodm.com.
An electronic copy of the prospectus supplement will also be available
on the website of the Securities and Exchange Commission (the “SEC”) at http://www.sec.gov.
This press release is neither an offer to sell, nor a solicitation of an
offer to buy, nor shall there be any sale of, these securities in any
state in which such offer, solicitation or sale would be unlawful prior
to registration or qualification under the securities laws of any such
state.
About EpiCept Corporation
EpiCept is a specialty pharmaceutical company focused on the development
and commercialization of pharmaceutical products for the treatment of
pain and cancer. The Company’s lead pain product is AmiKet™, a
prescription topical analgesic cream in late-stage development designed
to provide effective long term relief of pain associated with peripheral
neuropathies. The Company’s lead cancer product is Ceplene®,
which has been granted full marketing authorization by the European
Commission for remission maintenance and prevention of relapse in adult
patients with acute myeloid leukemia (AML) in first remission. In
addition, the cancer portfolio includes two other oncology compounds in
clinical development that were discovered using in-house technology and
have been shown to act as vascular disruptive agents.
Forward-Looking Statements
This news release and any oral statements made with respect to the
information contained in this news release contain forward-looking
statements within the meaning of the Private Securities Litigation
Reform Act of 1995. Such forward-looking statements include statements
which express plans, anticipation, intent, contingency, goals, targets,
future development and are otherwise not statements of historical fact.
These statements are based on our current expectations and are subject
to risks and uncertainties that could cause actual results or
developments to be materially different from historical results or from
any future results expressed or implied by such forward-looking
statements. Factors that may cause actual results or developments to
differ materially include: the risk that Ceplene® will not
receive regulatory approval or marketing authorization in the United
States or Canada, the risk that Ceplene® will not achieve
significant commercial success, the risk that any required post-approval
clinical study for Ceplene® will not be successful, the risk
that we will not be able to maintain our final regulatory approval or
marketing authorization for Ceplene®, the risks associated
with the adequacy of our existing cash resources and our ability to
continue as a going concern, the risks associated with our ability to
continue to meet our obligations under our existing debt agreements, the
risk that Azixa™ will not receive regulatory approval or achieve
significant commercial success, the risk that we will not receive any
significant payments under our agreement with Myrexis, the risk that the
development of our other apoptosis product candidates will not be
successful, the risk that clinical trials for AmiKet™ or crolibulinTM
will not be successful, the risk that AmiKet™ or crolibulinTM
will not receive regulatory approval or achieve significant commercial
success, the risk that we will not be able to find a partner to help
conduct the Phase III trials for AmiKet™ on attractive terms, a timely
basis or at all, the risk that our other product candidates that
appeared promising in early research and clinical trials do not
demonstrate safety and/or efficacy in larger-scale or later-stage
clinical trials, the risk that we will not obtain approval to market any
of our product candidates, the risks associated with dependence upon key
personnel, the risks associated with reliance on collaborative partners
and others for further clinical trials, development, manufacturing and
commercialization of our product candidates; the cost, delays and
uncertainties associated with our scientific research, product
development, clinical trials and regulatory approval process; our
history of operating losses since our inception; the highly competitive
nature of our business; risks associated with litigation; and risks
associated with our ability to protect our intellectual property. These
factors and other material risks are more fully discussed in our
periodic reports, including our reports on Forms 8-K, 10-Q and 10-K and
other filings with the U.S. Securities and Exchange Commission. You are
urged to carefully review and consider the disclosures found in our
filings which are available at www.sec.gov
or at www.epicept.com.
You are cautioned not to place undue reliance on any forward-looking
statements, any of which could turn out to be wrong due to inaccurate
assumptions, unknown risks or uncertainties or other risk factors.
*Azixa is a registered trademark of Myrexis, Inc.
EPCT-GEN
