MARLBOROUGH, Mass., April 22, 2014 /PRNewswire/ -- RXi Pharmaceuticals Corporation (NASDAQ: RXII), a biotechnology company focused on discovering and developing innovative therapies addressing major unmet medical needs using RNA-targeted technologies, announced today that it has entered into a purchase agreement (the "Purchase Agreement") with Lincoln Park Capital Fund, LLC ("LPC"), a Chicago-based institutional investor, whereby LPC is committed to purchase up to an aggregate of up to $20 million shares of RXi common stock over a 30-month term. The funds, in part, will serve to advance research and development activities for the Company's ophthalmological pre-clinical drug pipeline.
Under the terms of the Purchase Agreement, upon execution LPC purchased 500,000 shares of common stock at $4.00 per share, a premium of 7.5% based on the closing price of April 21, 2014, for an initial investment of $2 million. Concurrent with the execution, the Company issued to LPC 100,000 shares of our common stock as a commitment fee. Upon the filing of the first investigational drug application for an ophthalmologic project with the U.S. Food and Drug Administration, LPC will make an additional $1 million share purchase at prevailing market prices of the Company's common stock. In addition, at the sole discretion of the Company, we may sell up to $17 million worth of common stock to LPC over the 30-month term of the Purchase Agreement.
The Company plans to use the proceeds received for working capital to support the advancement of the Company's ophthalmology franchise and other general corporate purposes.
The securities described above are being offered pursuant to a shelf registration statement (File No. 333-194956), which was declared effective by the United States Securities and Exchange Commission ("SEC") on April 18, 2014. 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. The offering can be made only by means of a prospectus supplement and accompanying prospectus, copies of which may be obtained at the SEC's website at www.sec.gov or by request from the Company at 257 Simarano Drive, Suite 101, Marlborough, Massachusetts 01752, Attention: Tamara McGrillen or by telephone at (508) 929-3646.
About RXi Pharmaceuticals Corporation
RXi Pharmaceuticals Corporation (NASDAQ: RXII) is a biotechnology company focused on discovering and developing innovative therapies based on its proprietary, self-delivering RNAi platform. Therapeutics that use RNA interference, or "RNAi," have great promise because of their ability to down-regulate the expression of a specific gene that may be over-expressed in a disease condition. Building on the pioneering work of scientific founder and Nobel Laureate Dr. Craig Mello, a member of the RXi Scientific Advisory Board, RXi's first RNAi product candidate, RXI‑109, targets connective tissue growth factor (CTGF) to reduce dermal scarring (fibrosis), entered into human clinical trials in June 2012.
RXi Pharmaceuticals' first clinical program involves RXI‑109, a self-delivering RNAi compound (sd‑rxRNA®) developed for the reduction of dermal scarring. RXI‑109 is designed to reduce the expression of connective tissue growth factor ("CTGF"), a critical regulator of biological pathways involved in fibrosis, including scar formation in the skin. The first clinical trials with RXI‑109 showed excellent safety and tolerability with ascending single and multiple doses, as well as dose dependent effects on the CTGF protein and on the mRNA that controls production of this protein.
RXi's sd‑rxRNA oligonucleotides are designed for therapeutic use and have drug-like properties, such as high potency, target specificity, serum stability, reduced immune response activation, and efficient cellular uptake. These hybrid oligonucleotide molecules combine the beneficial properties of conventional RNAi and antisense technologies. This allows sd‑rxRNAs to achieve efficient cellular uptake and potent, long-lasting intracellular activity. For more information, please visit www.rxipharma.com.
About Lincoln Park Capital Fund, LLC
LPC is an institutional investor headquartered in Chicago, Illinois. LPC's experienced professionals manage a portfolio of investments in public and private entities. These investments are in a wide range of companies and industries emphasizing life sciences, specialty finance, energy and technology. LPC's investments range from multiyear financial commitments to fund growth to special situation financings to long-term strategic capital offering companies flexibility and consistency. For more information, visit www.lpcfunds.com.
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements include, but are not limited to, statements about future expectations, planned and future development of RXi Pharmaceuticals Corporation's products and technologies. Forward-looking statements about expectations and development plans of RXi's products involve significant risks, and uncertainties: risks that RXi may not be able to successfully develop its candidates, or that development of RNAi-based therapeutics may be delayed or not proceed as planned, or that we may not develop any RNAi-based product; risks that the development process for our product candidates may be delayed, risks related to development and commercialization of products by our competitors, risks related to our ability to control timing and terms of collaborations with third parties, risks relating to our ability to drawn down balances under our financing facility with Lincoln Park, and the possibility that other companies or organizations may assert patent rights preventing us from developing our products. Actual results may differ from those contemplated by these forward-looking statements. RXi does not undertake to update forward-looking statements to reflect a change in its views, events or circumstances that occur after the date of this release.
RXi Pharmaceuticals Corporation Tamara McGrillen, 508-929-3646 firstname.lastname@example.org
SOURCE RXi Pharmaceuticals Corporation