NanoViricides, Inc. (NNVC.PK) Has Raised Approximately $10.33 Million in the Registered Direct Offering
9/12/2013 6:41:14 AM
NanoViricides Announces that It Has Raised approximately $10.33 Million in the Registered Direct Offering Announced Recently and Discusses Shareholder Issues since the Reverse Split
WEST HAVEN, Conn.--(BUSINESS WIRE)--NanoViricides, Inc. (OTC BB:NNVCD) (the "Company") announced today that it has raised approximately $10.33 Million in its registered direct offering announced on Tuesday, September, 10, 2013. The Company’s long term and trusted supporters (family funds) including our Director, Professor Milton Boniuk, MD, have invested a majority of the total funds.
The Company received approximately $9.66 Million in proceeds after deducting approximately $670 thousand for broker commissions and attorney fees.
“We are extremely pleased that our long term equity-oriented supporters led with the majority of the investments we received,” said Eugene Seymour, MD, MPH, CEO of the Company, adding, “We believe that most of the remaining funding came from new high quality equity-oriented institutions and accredited investors, who we expect are also becoming long term supporters that share our vision of developing paradigm-shifting antiviral drugs.”
With this raise, the Company now has approximately $22 Million cash in hand, which the Company believes is sufficient for its planned activities for the next two years and beyond. In particular, the Company believes it now has sufficient funds in hand to last through Phase I and Phase II human clinical trials of its injectable FluCide™ drug candidate, as well as to rapidly develop DengueCide™ for clinical trials. In addition, the Company will also be able to expedite development of its additional four drug candidates, namely Oral FluCide, HerpeCide™, HIVCide™, and EKCCide™ into the FDA approval process.
The Company has noticed that the Company’s stock information was not being displayed accurately at several web sites following the reverse split. The Company has therefore added a link on its website a link to its stock information as displayed by Bloomberg.com(www.nanoviricides.com, top right on the menubar; please be patient as the display refreshes). The Company encourages our shareholders to not rely on the information displayed by inaccurate sites such as Yahoo Finance or Google Finance and to seek information from reliable sources such as Bloomberg.com.
In addition, the Company has been notified by shareholders that certain brokerages are currently not allowing our shareholders to trade NNVC(D) shares since the symbol change to NNVCD. The Company has investigated this issue and the Company believes that it has performed all the necessary actions prior to the reverse split and immediately following the same to expedite all our shareholders being enabled to trade our stock as quickly as possible after the reverse split. The Company has been informed that due to the nature of how OTC bulletin board operates, it is expected that a few days will be required before all shareholders are able to trade through their respective brokerage accounts. The Company further understands that the general policies of certain brokerages regarding how to handle when a symbol change or significant event occurs in any stock primarily dictate when shareholders trading through those brokerages will be allowed to trade. The Company believes that this issue affects mostly electronic discount brokerage houses. These issues are beyond the Company’s control. Nevertheless, the Company apologizes to the affected shareholders for the inconvenience and anticipates that this issue will be resolved soon.
NanoViricides' common stock is currently trading on OTC under the symbol “NNVCD”, that will continue for a period of twenty (20) business days after which it will return to “NNVC”. The Company’s common stock after this reverse split trades under a new CUSIP number 630087203. As a result of the reverse stock split, the number of issued and outstanding common shares have been reduced to approximately 46.9 million, before the raise. The number of authorized shares of common and preferred stock were similarly reduced by a ratio of 1 for 3.5, the par value per share of capital stock will remain unchanged. Fractional shares of common stock occurring as a result of the reverse stock split were rounded up to the next whole share. The Company has filed an amendment to its Amended and Restated Articles of Incorporation to effect this reverse stock split, which was authorized unanimously by the Company’s Board of Directors on September 3, 2013. A Form 8-K Current Report describing the reverse split was filed with the SEC on September 9th, 2013.
The Company executed the said registered direct offering to accredited family funds and investors and to institutional investors immediately following a reverse split of the stock at a 1 to 3.5 ratio that became effective on Tuesday, September 10th.
Each unit of this registered direct offering consists of one share of common stock and one 5-year warrant. The warrants have an exercise price of $5.25 per share. The units were offered by Nanoviricides pursuant to an effective shelf registration statement filed with the Securities and Exchange Commission dated October 26, 2012. Midtown Partners & Co., LLC and Chardan Capital Markets, LLC are appointed as the exclusive placement agents for the transaction. The closing of this offering is expected to take place on or before Friday, September 13, 2013, subject to the satisfaction of customary closing conditions. The pricing of the unit was based on a 20% discount to the 20-day VWAP (volume-weighted average price) of the Company’s common stock. Based on similar recent transactions, the Company determined that this was a fair pricing policy and adopted the pricing.
In connection with the Offering, pursuant to a Placement Agency Agreement dated September 9, 2013 among Midtown Partners & Co., LLC and Chardan Capital Markets, LLC (collectively, the “Placement Agents”), the Company paid the Placement Agents an aggregate cash fee representing 6% (3% each) of the gross Purchase Price paid by the Purchasers and warrants to purchase an aggregate of 2% (1% each) of the number of shares of Common Stock sold in the Offering (the “Compensation Warrants”) representing two percent of the Shares and substantially similar to the Warrants, at an exercise price equal to $5.25 per share.
NanoViricides is developing broad-spectrum anti-influenza drugs as part of its rich drug pipeline. The Company believes that its FluCide™ drug candidates will be effective against most if not all influenza viruses, including the H7N9 bird flu, H3N2 or H1N1 epidemic viruses, H5N1 bird flu, seasonal influenzas, as well as novel influenza viruses. This is because FluCide is based on the Company’s biomimetic technology, mimicking the natural sialic acid receptors for the influenza virus on the surface of a nanoviricide® polymeric micelle. It is important to note that all influenza viruses bind to the sialic acid receptors, even if they rapidly mutate. The FluCide drug candidates have already shown strong effectiveness against H1N1 and H3N2 influenza viruses in highly lethal animal models. The injectable FluCide drug candidates have shown 1,000X greater viral load reduction as compared to oseltamivir (Tamiflu®), the current standard of care, in a highly lethal influenza infection animal model. The Company believes that these animal model results should translate readily into humans.
NanoViricides has also developed an oral drug candidate against influenza. This oral version is also dramatically more effective than TamiFlu in the animals given a lethal influenza virus infection. This oral FluCide may be the very first nanomedicine that is effective when taken by mouth.
In addition, NanoViricides has developed drug candidates against Dengue, HIV/AIDS, Herpes, and Ocular Viral Diseases that have shown strong effectiveness in relevant animal and/or cell culture models.
NanoViricides, Inc. (www.nanoviricides.com) is a development stage company that is creating special purpose nanomaterials for viral therapy. The Company's novel nanoviricide® class of drug candidates are designed to specifically attack enveloped virus particles and to dismantle them. The Company is developing drugs against a number of viral diseases including H1N1 swine flu, H5N1 bird flu, seasonal Influenza, HIV, oral and genital Herpes, viral diseases of the eye including EKC and herpes keratitis, Hepatitis C, Rabies, Dengue fever, and Ebola virus, among others.
This press release contains forward-looking statements that reflect the Company's current expectation regarding future events. Actual events could differ materially and substantially from those projected herein and depend on a number of factors. Certain statements in this release, and other written or oral statements made by NanoViricides, Inc. are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. You should not place undue reliance on forward-looking statements since they involve known and unknown risks, uncertainties and other factors which are, in some cases, beyond the Company's control and which could, and likely will, materially affect actual results, levels of activity, performance or achievements. The Company assumes no obligation to publicly update or revise these forward-looking statements for any reason, or to update the reasons actual results could differ materially from those anticipated in these forward-looking statements, even if new information becomes available in the future. Important factors that could cause actual results to differ materially from the company's expectations include, but are not limited to, those factors that are disclosed under the heading "Risk Factors" and elsewhere in documents filed by the company from time to time with the United States Securities and Exchange Commission and other regulatory authorities. Although it is not possible to predict or identify all such factors, they may include the following: demonstration and proof of principle in pre-clinical trials that a nanoviricide is safe and effective; successful development of our product candidates; our ability to seek and obtain regulatory approvals, including with respect to the indications we are seeking; the successful commercialization of our product candidates; and market acceptance of our products.
FDA refers to US Food and Drug Administration. EMA refers to the European Union’s office of European Medical Agency.
Amanda Schuon, 310-550-7200
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