GTx, Inc. (NASDAQ: GTXI) today announced that it has closed the
previously-announced private placement of its common stock and warrants
to purchase its common stock. In the private placement, GTx sold
64,311,112 immediately separable units, comprised of an aggregate of
64,311,112 newly-issued shares of common stock and warrants to purchase
up to 64,311,112 additional shares of common stock, for an aggregate
purchase price of approximately $43.4 million. Net proceeds to GTx from
the private placement are expected to be approximately $42.8 million.
The purchasers in the private placement included Biotechnology Value
Fund, L. P. and other affiliates of BVF Partners L.P. (BVF), certain
existing GTx stockholders and certain members of the GTx management team
and board of directors. The private placement was unanimously approved
by a special committee comprised of disinterested and independent
members of the GTx board of directors. Jefferies LLC served as exclusive
financial advisor to the special committee.
"We feel privileged to be part of GTx's new focus on the development of
enobosarm for the targeted treatment of estrogen receptor positive and
androgen receptor positive breast cancer, as well as androgen receptor
positive triple negative breast cancer in women for which there are few
effective therapies currently available,” said Mark Lampert, founder of
BVF. “We are hopeful that our investment will help GTx realize the full
potential of enobosarm for these patients.”
Neither the shares of GTx common stock nor the warrants sold in the
private placement have been registered under the Securities Act of 1933,
as amended (the “Securities Act"). Accordingly, these securities may not
be offered or sold in the United States except pursuant to an effective
registration statement or an applicable exemption from the registration
requirements of the Securities Act. GTx has agreed to file certain
registration statements covering the resale of the GTx common stock sold
in the private placement as well as the GTx common stock issuable upon
exercise of the warrants. This press release shall not constitute an
offer to sell or the solicitation of an offer to buy GTx common stock or
warrants to purchase GTx common stock.
About GTx
GTx, Inc., headquartered in Memphis, Tenn., is a biopharmaceutical
company dedicated to the discovery, development, and commercialization
of small molecules for the treatment of cancer, including treatments for
breast and prostate cancer, cancer supportive care, including prevention
and treatment of cancer-related muscle wasting, and other serious
medical conditions.
Forward-Looking Information is Subject to Risk and Uncertainty
This press release contains forward-looking statements based upon
GTx's current expectations. Forward-looking statements involve risks and
uncertainties, and include, but are not limited to, statements relating
to GTx's future development of enobosarm and the potential value thereof.
GTx's actual results and the timing of events could differ materially
from those anticipated in such forward-looking statements as a result of
these risks and uncertainties, which include, without limitation, the
risks (i) that GTx’s two planned Phase 2 clinical trials of enobosarm in
patients with AR positive advanced breast cancer may not be initiated or
completed on schedule, or at all, or may otherwise be suspended or
terminated; (ii) that the development of enobosarm for the treatment of
patients with AR positive advanced breast cancer is at an early stage
and is subject to the significant risk of failure inherent in the
development of early-stage product candidates; (iii) that GTx may not be
able to obtain required regulatory approvals to advance the development
of or commercialize enobosarm in a timely manner or at all; and (iv)
that GTx will continue to need additional funding and may be unable to
raise capital when needed, which would force GTx to delay, reduce or
eliminate its enobosarm development program. GTx’s actual results
and the timing of events could differ materially from those anticipated
in such forward-looking statements as a result of these risks and
uncertainties. You should not place undue reliance on these
forward-looking statements, which apply only as of the date of this
press release. GTx’s quarterly report on Form 10-Q for the quarter ended
September 30, 2014 contains under the heading “Risk Factors” a more
comprehensive description of these and other risks to which GTx is
subject. GTx expressly disclaims any obligation or undertaking to
release publicly any updates or revisions to any forward-looking
statements contained herein to reflect any change in its expectations
with regard thereto or any change in events, conditions or circumstances
on which any such statements are based.
Copyright Business Wire 2014