MENLO PARK, Calif.,
Nov. 22, 2016 /PRNewswire/
-- BioPharmX Corporation (NYSE MKT: BPMX), a specialty
pharmaceutical company developing products for the dermatology
market, today announced the pricing of an underwritten public
offering comprised of Class A Units and Class B Units. The
Class A Units, priced at a public offering price of $0.35 per unit, consist of one share of common
stock and one seven-year warrant to purchase 0.75 of a share of
common stock with an exercise price of $0.35 per share. The Class B units consist
of one share of Series A preferred stock, with a stated value of
$1,000 convertible into shares of
common stock at a ratio of $1000
divided by $0.35, and one seven-year
warrant to purchase the same number of shares of common stock at an
exercise price of $0.35 per
share. The conversion price of the preferred stock as well as
the exercise price of the warrants are fixed price and do not
contain any variable pricing features nor any price based
anti-dilutive features. The preferred stock and warrants
include a beneficial ownership blocker but have no dividend rights
(except to the extent dividends are also paid on common stock),
liquidation preference or other preferences over common stock and
the preferred stock is non-voting. The Company will need to
obtain stockholder approval of an amendment to its charter to
increase the number of authorized shares of common stock before the
warrants can become exercisable. The warrants will become
exercisable upon the later of the one-year anniversary from
issuance and following such stockholder approval. The
securities comprising the units are immediately separable and will
be issued separately. All securities to be sold in the
offering are being offered by BioPharmX. The offering is expected
to close on or about November 28,
2016, subject to customary closing conditions.
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A total of 31,489,429 shares of common stock, 1,515 shares of
Series A preferred stock convertible into 4,328,571 shares of
common stock, and warrants to purchase 26,863,501 shares of common
stock will be issued in the offering. The net proceeds to
BioPharmX from this offering are expected to be approximately
$11.7 million, after deducting
discounts and commissions and before deducting other offering
expenses payable by BioPharmX, and excluding any proceeds that may
be received upon exercise of the warrants. BioPharmX
anticipates using the net proceeds from the offering to fund
further clinical development of BPX-01, as well as the ongoing
expenses of its operations during such development and for working
capital and general corporate purposes.
In addition, BioPharmX has granted the underwriters a 30-day
option to purchase up to 4,723,414 additional shares of common
stock and/or additional warrants to purchase up to 3,542,560 shares
of common stock to cover over-allotments, if any, at the public
offering price per share and warrants less the underwriting
discounts and commissions.
Roth Capital Partners, LLC is acting as sole book-running
manager for the offering.
A registration statement relating to these securities was
declared effective by the Securities and Exchange Commission (SEC)
on November 21, 2016. The
offering is being made only by means of a prospectus forming part
of the effective registration statement. Copies of the final
prospectus related to the offering, when available, may be obtained
for free by visiting the SEC's website at http://www.sec.gov, or
alternative from the offices of Roth Capital Partners, LLC, 888 San
Clemente Drive, Suite 400, Newport Beach,
CA 92660, or by telephone at (800) 678-9147.
This press release shall not constitute an offer to sell, or
the solicitation of an offer to buy, any of the securities
described herein, nor shall there be any sale of these securities
in any state or jurisdiction in which such offer, solicitation, or
sale would be unlawful prior to the registration or qualification
under the securities laws of any such state or
jurisdiction.
About BioPharmX® Corporation
BioPharmX
Corporation (NYSE MKT: BPMX) is a Silicon Valley-based specialty
pharmaceutical company that seeks to provide products through
proprietary platform technologies for prescription,
over-the-counter and supplement applications in dermatology. To
learn more about BioPharmX, visit www.BioPharmX.com.
Forward-Looking Statements
Statements in this news
release relating to future events, such as statements regarding the
anticipated completion, timing and size of the public offering and
the anticipated use of net proceeds therefrom, which are not
historical facts, are "forward-looking statements." These
forward-looking statements may be identified by words such as
"expect," "anticipate," "believe," or similar expressions that are
intended to identify such forward-looking statements. All
forward-looking statements are expressly qualified in their
entirety by this cautionary statement and the risks and
uncertainties associated with market conditions and the
satisfaction of customary closing conditions relating to the
offering, as well as risks and uncertainties detailed in the
company's filings with the SEC, including the registration
statement on Form S-1 relating to this offering. These statements
are based upon the current expectations and beliefs of management
and are subject to certain risks and uncertainties that could cause
actual results to differ materially from those described in the
forward-looking statements. Given these risks and uncertainties,
you are cautioned not to place undue reliance on such
forward-looking statements. The forward-looking statements included
in this news release are made only as of the date hereof and the
company undertakes no obligation to publicly update or revise any
forward-looking statements, whether as a result of new information,
future events or otherwise, except as may be required under
applicable securities law.
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SOURCE BioPharmX Corporation