Pro (AMEX:PRW)
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From May 2019 to May 2024
Pro-Pharmaceuticals, Inc. (the “Company”) (NYSE Alternext US: PRW)
today has filed a registration statement with the Securities and
Exchange Commission for its previously announced rights offering in
which it plans to distribute, at no charge to its existing holders of
the Company’s common stock on the record date, non-transferable
subscription rights to purchase shares of its common stock and Series C
warrants. The Company expects to use the proceeds from the rights
offering to complete the submission to the U.S. Food and Drug
Administration of the Company’s new drug application for DAVANAT®,
as well as for general working capital.
The Company will only consummate the rights offering if it is able to
raise a minimum of $2,500,000 by the expiration date of the rights
offering and in no event will it raise more than $20,000,000. The
distribution of rights and commencement of the rights offering will
occur promptly following the effectiveness of the registration
statement. The record date for the distribution of the rights, and the
dates for both the subscription period and the expiration of the rights
offering, will be included in the final prospectus.
Under the proposed terms of the rights offering, the Company would
distribute one right to each holder of record of every share of its
common stock that is held on the record date. Each right would entitle
the holder to purchase: (i) one share of common stock at a subscription
price to be determined prior to the effective date of the registration
statement and (ii) a Series C warrant that would entitle the holder to
purchase one share of common stock. The subscription price per right
will be set prior to the effectiveness of the registration statement at
a price between 90% of the five day volume weighted average price
(“VWAP”) of the common stock prior to the date of the effectiveness of
the registration statement, and 115% of the 20 day VWAP of the common
stock prior to the date of the effectiveness of the registration
statement. However, the subscription price will not be less than $0.20
per share, although this requirement may be waived by the Company’s
board of directors.
Each warrant will be immediately exercisable for twelve months following
issuance to purchase one share of common stock at 125% of the
subscription price per right, which exercise price may be reduced at any
time in the Company’s discretion. If, during the term of the warrant,
the closing price of the common stock is equal to or greater than 400%
of the initial warrant exercise price for at least ten consecutive
trading days, the Company may call, or cancel, any outstanding warrants
that are not exercised during the 15 trading day period following the
date the Company gives notice to the holders of those warrants.
Holders who fully exercise their rights will be entitled to subscribe
for an additional amount of common stock and warrants in amount equal to
up to 400% of the shares of common stock and warrants for which such
holder was otherwise entitled to subscribe.
The Company has engaged Maxim Group LLC to act as the dealer-manager for
the rights offering and MacKenzie Partners, Inc. to act as the
information agent.
The registration statement has not yet become effective. These
securities may not be sold, nor may offers to buy be accepted prior to
the time the registration statement becomes effective. This news release
shall not constitute an offer to sell or the solicitation of an offer to
buy any securities, nor shall there be any sale of 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. The rights offering, which is expected to be launched immediately
following the effectiveness of the registration statement, will be made
only by means of a prospectus.
When available, copies of the prospectus may be obtained from MacKenzie
Partners, Inc. by calling (212) 929-5500 or (800) 322-2885.
About Pro-Pharmaceuticals, Inc. – Advancing Drugs Through Glycoscience®
Pro-Pharmaceuticals is a clinical and development stage pharmaceutical
company engaged in the discovery, development and commercialization of
carbohydrate-based, therapeutic compounds for advanced treatment of
cancer, liver, microbial and inflammatory diseases. The Company’s
initial focus is the development of carbohydrate polymers to treat
cancer patients. DAVANAT®, the Company’s lead drug candidate,
is a polysaccharide polymer that targets Galectin receptors on cancer
cells. The Company is headquartered in Newton, Mass. Additional
information is available at www.pro-pharmaceuticals.com.
FORWARD LOOKING STATEMENTS: Any statements in this news release
about future expectations, plans and prospects for the Company,
including without limitation statements containing the words "believes,"
"anticipates," "plans," "expects," “intends,” and similar expressions,
constitute forward-looking statements as defined in the "safe harbor"
provisions of the Private Securities Litigation Reform Act of 1995.
These forward-looking statements are based on management's current
expectations and are subject to a number of factors and uncertainties,
which could cause actual results to differ materially from those
described in such statements. We caution investors that actual results
or business conditions may differ materially from those projected or
suggested in forward-looking statements as a result of various factors
including, but not limited to, the following: uncertainties as to the
utility and market for our potential products; uncertainties associated
with pre-clinical and clinical trials of our product candidates; and
uncertainties as to whether our common stock will continue to be listed
on the NYSE Alternext US or the results of the Rights Offering. More
information about those risks and uncertainties is contained in the
Company's most recent quarterly or annual report and in the Company's
other reports filed with the Securities and Exchange Commission. While
the Company anticipates that subsequent events may cause the Company's
views to change, the Company disclaims any obligation to update such
forward-looking statements.
DAVANAT and Advancing Drugs Through Glycoscience are registered
trademarks of Pro-Pharmaceuticals.