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SGX Pharmaceuticals Announces $25 Million Private Placement
SAN DIEGO, Nov. 20 /PRNewswire-FirstCall/ -- SGX
Pharmaceuticals, Inc. (Nasdaq: SGXP) today announced that it has
entered into a securities purchase agreement in connection with
a private placement to a group of institutional investors that
includes OrbiMed Advisors LLC and Great Point Partners, LLC. SGX
will receive $25 million in gross proceeds from the sale of
4,943,154 shares of its common stock and the issuance of
seven-year warrants to purchase 1,482,944 additional shares of
SGX common stock at an exercise price of $5.77 per share. The
per unit purchase price of a share of SGX common stock and a
warrant to purchase 0.30 of a share of SGX common stock is
$5.0575.
The aggregate net proceeds of the private placement, after
deducting the placement agent's fees and estimated offering
expenses payable by SGX, are expected to be approximately $23.2
million. SGX intends to use the net proceeds from the financing
to support its research and development efforts as well as for
general corporate purposes. SGX believes that the net proceeds
of the private placement, together with its existing cash, cash
equivalents, short-term investments (and interest thereon) and
cash from existing collaborations, commercial agreements and
grants, will be sufficient to meet its projected operating
requirements into the second half of 2009. Subject to the
satisfaction of customary closing conditions contained in the
definitive transaction documents, the private placement is
expected to close on or about November 21, 2007. Lazard Freres &
Co. LLC served as the exclusive placement agent for the
transaction.
The securities 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 absent registration with the Securities and
Exchange Commission or an applicable exemption from the
registration requirements. SGX has agreed to file a registration
statement with the Commission covering the resale of the shares
of common stock, including shares of common stock issuable upon
exercise of the warrants, sold in the private placement.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy these securities, nor shall
there be any sale of these securities in any jurisdiction in
which such offer, solicitation or sale would be unlawful prior
to the registration or qualification under the securities laws
of any such jurisdiction.
About SGX Pharmaceuticals
SGX Pharmaceuticals, Inc. is a biotechnology company focused on
the discovery, development and commercialization of innovative
cancer therapeutics. The SGX oncology pipeline includes drug
candidates from its FAST (TM) drug discovery platform, such as
next generation BCR-ABL inhibitors being developed by SGX and in
partnership with Novartis and MET tyrosine kinase inhibitors,
including SGX523, and potent JAK2 inhibitors. More information
on the pipeline and drug discovery platform can be found at
www.sgxpharma.com and in the SGX's various filings with the
Securities and Exchange Commission.
Forward-looking Statements
Statements in this press release that are not strictly
historical in nature are forward-looking statements. These
statements include, but are not limited to, statements with
respect to the expected closing of the private placement, the
anticipated use of proceeds from the private placement, the
projected cash needed to fund SGX's operating requirements,
research and development programs, the potential of SGX's
inhibitors as treatments for certain cancers, partnering
opportunities for SGX's research and development programs and
the ability to discover, develop and commercialize cancer
therapeutics. These statements are only predictions based on
current information and expectations and involve a number of
risks and uncertainties. Actual events or results may differ
materially from those projected in any of such statements due to
various factors, including the risks and uncertainties inherent
in drug discovery, development and commercialization. The
results of early preclinical studies or clinical trials may not
be predictive of future results, and the Company cannot provide
any assurances that any of its compounds or development
candidates will have favorable results in preclinical studies or
future clinical trials. In addition, results may be affected by
risks related to the implementation of its collaborations, the
failure to successfully complete collaborations or partnerships,
the partnering of its research and development programs,
competition from other biotechnology and pharmaceutical
companies, its effectiveness at managing its financial
resources, the level of resources that its collaborative
partners devote to development of its product candidates, the
scope and validity of patent protection for its products, and
its ability to obtain additional funding to support its
operations. For a discussion of these and other factors, please
refer to the risk factors described in the Company's annual
report on Form 10- K for the year ended December 31, 2006, the
Company's quarterly report on Form 10-Q for the three and nine
months ended September 30, 2007, as well as other filings with
the Securities and Exchange Commission. You are cautioned not to
place undue reliance on these forward-looking statements, which
speak only as of the date hereof. This caution is made under the
safe harbor provisions of the Private Securities Litigation
Reform Act of 1995. All forward-looking statements are qualified
in their entirety by this cautionary statement and SGX
undertakes no obligation to revise or update this press release
to reflect events or circumstances after the date hereof.
Source
SGX Pharmaceuticals, Inc.
Contact
Todd Myers, Chief Financial Officer of SGX Pharmaceuticals,
+1-858-558-4850; or Jason Spark, Media & Investor Relations of
Porter Novelli Life Sciences, +1-619-849-6005, for SGX
Pharmaceuticals, Inc./
/Web site:
http://www.sgxpharma.com /
(SGXP)
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