DARA BioSciences, Inc. Announces Pricing of $12.5 Million Public
Offering
RALEIGH, NC --(Marketwired
- May 30, 2014) - DARA BioSciences, Inc.
(NASDAQ: DARA) (the "Company"), an
oncology supportive care specialty pharmaceutical company dedicated
to providing health care professionals a synergistic portfolio of
medicines to help cancer patients adhere to their therapy and
manage side effects arising from cancer treatments, today announced
the pricing of a public offering and the entry into definitive
agreements with investors which included certain officers and
directors of the Company for the sale of securities with gross
proceeds to the Company of approximately $12.5 million.
The closing of the offering is expected to take place on or
about June 4, 2014, subject to the satisfaction of customary
closing conditions.
The Company estimates that the net proceeds from the offering
will be approximately $11.3 million, after deducting placement
agent fees and estimated offering expenses payable by the Company
(and excluding potential proceeds from any exercise of the
warrants). The Company currently intends to use the net proceeds of
the offering (i) to fund commercial activities related to its
product portfolio and the Mission Pharmacal products, including the
Company's obligations in connection with its agreements with
Mission and Alamo, (ii) to fund the acquisition of late
stage/approved products to augment the Company's existing portfolio
of supportive care products, (iii) to evaluate whether further
internal development of KRN 5500 would be beneficial to the
Company's partnering efforts and to undertake certain development
activities as appropriate and (iv) for working capital and general
corporate purposes.
Ladenburg Thalmann & Co. Inc., a subsidiary of Ladenburg
Thalmann Financial Services Inc. (NYSEMKT:
LTS), acted as the lead placement agent in connection with
the offering. H.C. Wainwright & Co., LLC served as
co-placement agent in connection with the offering.
Under the terms of the agreements, the Company will issue
registered shares of Series C-1 Convertible Preferred Stock
("Series C-1 Preferred Stock") with an aggregate stated value of
approximately $12.5 million, which subject to certain ownership
limitations is convertible at the option of the holders into a
total of approximately 11.26 million shares of common stock of the
Company at a conversion price of $1.11 per share. In the
offering, the Company will also issue to the investors
immediately-exercisable registered warrants to purchase up to an
aggregate of approximately 11.26 million shares of common stock at
an exercise price of $1.67 per share, with half of the warrants
exercisable for a five-year term and half of the warrants
exercisable for a thirteen-month term. The Series C-1
Preferred Stock and warrants described above (and the shares
issuable from time to time upon conversion or exercise thereof) are
being offered by the Company pursuant to the Company's Registration
Statement on Form S-1 (File No. 333-193054) filed with the
Securities and Exchange Commission ("SEC") which became effective
on May 29, 2014. When filed with the SEC, electronic copies of
the final prospectus for the offering can be obtained at the SEC's
website at http://www.sec.gov, or from Ladenburg Thalmann & Co.
Inc., Prospectus Department, 570 Lexington Avenue, 11th Floor, New
York, New York 10022, by calling (212) 409-2000 or by e-mailing
prospectus@ladenburg.com.
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 DARA BioSciences,
Inc.
DARA BioSciences Inc. of Raleigh, North Carolina, is an oncology
supportive care pharmaceutical company dedicated to providing
healthcare professionals a synergistic portfolio of medicines to
help cancer patients adhere to their therapy and manage side
effects arising from their cancer treatments.
DARA holds exclusive U.S. marketing rights to both Soltamox®
(tamoxifen citrate) oral solution and Gelclair®. DARA licensed the
U.S. rights to Soltamox® from UK-based Rosemont Pharmaceuticals,
Ltd., and Gelclair® from the Helsinn Group in Switzerland. Under an
agreement with Innocutis, DARA also markets Bionect® (hyaluronic
acid sodium salt, 0.2%).
Soltamox® (tamoxifen citrate) oral solution, the only liquid
form of tamoxifen, is indicated for the treatment of metastatic
breast cancer, the adjuvant treatment of node-positive breast
cancer in postmenopausal women, the reduction in risk of invasive
breast cancer in women with ductal carcinoma in situ (DCIS), and
for the reduction of the incidence of breast cancer in women at
high risk for breast cancer. Currently, there are more than 1.8
million prescriptions of tamoxifen written on an annual basis in
the United States. Between 30 and 70 percent of patients fail to
complete their prescribed course of treatment, thereby diminishing
its benefits in reducing the risk of breast cancer recurrence.
Tamoxifen Important
Safety Information
Tamoxifen citrate is contraindicated in women who require
concomitant coumadin-type anticoagulant therapy, in women with a
history of deep vein thrombosis or pulmonary embolus, and in women
with known hypersensitivity to the drug or any of its
ingredients.
Serious and life-threatening events associated with tamoxifen in
the risk reduction setting (women at high risk for cancer and women
with DCIS) include uterine malignancies, stroke and pulmonary
embolism.
The most common adverse reactions to tamoxifen treatment are
(incidence > 20%)
hot flashes, fluid retention, vaginal discharge, vaginal bleeding,
vasodilatation, nausea, irregular menses, weight loss, and
musculoskeletal events.
Tamoxifen carries the following Boxed Warning:
WARNING -- For Women with Ductal Carcinoma in Situ (DCIS) and
Women at High Risk for Breast Cancer: Serious and life-threatening
events associated with tamoxifen in the risk reduction setting
(women at high risk for cancer and women with DCIS) include uterine
malignancies, stroke and pulmonary embolism. Incidence rates for
these events were estimated from the NSABP P-1 trial (see CLINICAL
PHARMACOLOGY, Clinical Studies, Reduction in Breast Cancer
Incidence In High Risk Women). Uterine malignancies consist of both
endometrial adenocarcinoma (incidence rate per 1,000 women-years of
2.20 for tamoxifen vs. 0.71 for placebo) and uterine sarcoma
(incidence rate per 1,000 women-years of 0.17 for tamoxifen vs. 0.0
for placebo)*. For stroke, the incidence rate per 1,000 women-years
was 1.43 for tamoxifen vs. 1.00 for placebo**. For pulmonary
embolism, the incidence rate per 1,000 women-years was 0.75 for
tamoxifen versus 0.25 for placebo**. Some of the strokes, pulmonary
emboli, and uterine malignancies were fatal. Health care providers
should discuss the potential benefits versus the potential risks of
these serious events with women at high risk of breast cancer and
women with DCIS considering tamoxifen to reduce their risk of
developing breast cancer. The benefits of tamoxifen outweigh its
risks in women already diagnosed with breast cancer.
*Updated long-term follow-up data (median length of follow-up is
6.9 years) from NSABP P-1 study. See WARNINGS, Effects on the
Uterus-Endometrial Cancer and Uterine Sarcoma in Prescribing
Information. **See Table 3 under CLINICAL PHARMACOLOGY, Clinical
Studies in Prescribing Information.
The full Prescribing Information for Soltamox is available at
www.soltamox.com/prescribing-information.
Gelclair® is an alcohol-free bioadherent oral rinse gel for
rapid and effective relief of pain associated with oral mucositis
caused by chemotherapy and radiation treatment. Gelclair should not
be used by patients with a known or suspected hypersensitivity to
the product or any of its ingredients. DARA licensed the U.S.
rights to Soltamox from UK-based Rosemont Pharmaceuticals, Ltd.,
and Gelclair from the Helsinn Group in Switzerland. Under an
agreement with Innocutis, DARA also markets Bionect® (hyaluronic
acid sodium salt, 0.2%) a topical treatment for skin irritation and
burns associated with radiation therapy, in U.S. oncology/radiology
markets. Bionect should not be used by patients with known
hypersensitivity to any of its ingredients. For further information
on Gelclair and Bionect and the Full Prescribing Information please
visit www.Gelclair.com and www.Bionect.com.
DARA is focused on expanding its portfolio of oncology
supportive care products in the United States, via in-licensing
and/or partnering of complementary late-stage and approved
products. In addition, the company wishes to identify a strategic
partner for the clinical development of KRN5500, currently in Phase
2 for the treatment of chronic, treatment refractory,
chemotherapy-induced peripheral neuropathy (CCIPN). The FDA has
designated KRN5500 as a Fast Track Drug, and has granted DARA
Orphan Drug Designation for the treatment of painful, chronic
chemotherapy-induced peripheral neuropathy that is refractory to
conventional analgesics (CCIPN).
In early 2014, DARA kicked off its new partnership with Alamo
Pharma Services, a subsidiary of Mission Pharmacal, in deploying a
dedicated 20-person national sales team in the U.S. oncology
market. In addition to promoting DARA's products Soltamox, Gelclair
and Bionect, this specialized oncology supportive care sales team
also provides clinicians with access to three Mission Pharmacal
products: Ferralet® 90 (for anemia), BINOSTO® (alendronate sodium
effervescent tablet indicated for the treatment of osteoporosis),
and Aquoral® (for chemotherapy/radiation therapy-induced dry
mouth).
Important Safety Information and full Prescribing Information
for Mission Pharmacal's products may be found at: www.Ferralet.com,
www.Binosto.com, and www.Aquoral.com.
For more information please visit our web site at
www.darabio.com.
Forward-Looking Statements
All statements in this press release that are not historical are
forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995, and are subject to risks
and uncertainties. Forward-looking statements are based on the
current expectations, estimates, forecasts and projections
regarding management's beliefs and assumptions. In some cases, you
can identify forward looking statements by terminology such as
"may," "will," "should," "hope," "expects," "intends," "plans,"
"anticipates," "contemplates," "believes," "estimates," "predicts,"
"projects," "potential," "continue," and other similar terminology
or the negatives of those terms. Such forward-looking statements
are subject to factors that could cause actual results to differ
materially for DARA from those projected. Important factors that
could cause actual results to differ materially from the
expectations described in these forward-looking statements are set
forth under the caption "Risk Factors" in DARA's most recent Annual
Report on Form 10-K, filed with the SEC on February 4, 2014, and
DARA's other filings with the SEC from time to time. Those factors
include risks and uncertainties relating to DARA's ability to
timely commercialize and generate revenues or profits from
Soltamox, Gelclair, Bionect or other products given that DARA only
recently hired its initial sales force and DARA's lack of history
as a revenue-generating company, DARA's ability to achieve the
desired results from the agreements with Mission and Alamo, FDA and
other regulatory risks relating to DARA's ability to market
Soltamox, Gelclair, Bionect or other products in the United States
or elsewhere, DARA's ability to in-license and/or partner products,
DARA's current cash position and its need to raise additional
capital in order to be able to continue to fund its operations,
DARA's ability to raise sufficient capital and on favorable terms
and the stockholder dilution that will result from the offering
described in this press release and that may result from future
financings, the current regulatory environment in which DARA sells
its products, the market acceptance of those products, dependence
on partners, successful performance under collaborative and other
commercial agreements, competition, the strength of DARA's
intellectual property and the intellectual property of others, the
potential delisting of DARA's common stock from the NASDAQ Capital
Market, and other risk factors identified in the documents DARA has
filed, or will file, with the Securities and Exchange Commission
("SEC"). Copies of DARA's filings with the SEC may be obtained from
the SEC Internet site at http://www.sec.gov.
All forward-looking statements are expressly qualified in their
entirety by this cautionary notice. You are cautioned not to place
undue reliance on any forward-looking statements, which speak only
as of the date of this release. We have no obligation, and
expressly disclaim any obligation, to update, revise or correct any
of the forward-looking statements, whether as a result of new
information, future events or otherwise.
Contact: Media David ConnollyLaVoieHealthSciences617-374-8800,
Ext. 108dconnolly@lavoiegroup.com Corporate Jim PolsonFTI
Consulting312 553 6730Jim.polson@fticonsulting.com
(MM) (NASDAQ:DARA)
Gráfico Histórico do Ativo
De Mai 2024 até Jun 2024
(MM) (NASDAQ:DARA)
Gráfico Histórico do Ativo
De Jun 2023 até Jun 2024