PHILADELPHIA--(BUSINESS WIRE)--Nov. 9, 2005--Aphton Corporation (NASDAQ:APHT) announced today that the Company entered into a binding letter agreement with the holders of the Company’s $20 million Senior Convertible Notes, which were issued to the holders in March and June of 2003. Under the terms of the letter agreement, the holders agree to surrender the Senior Convertible Notes for cancellation by the Company and exchange the entire principal balance of $20 million due under the notes for $3 million in cash, shares of the Company’s newly issued 0% Non-participating Series A Convertible Preferred Stock with an original Stated Value of $10 million and 6,500,000 shares of the Company’s common stock, of which 1,500,000 shares will be placed in escrow at closing to be released upon the occurrence of certain events. The parties anticipate closing the transaction on or prior to November 18, 2005.
