InSite Vision Obtains Initial $2 Million of $16.5 Million Private Placement
Conference Call and Webcast Scheduled Today at 10:30 a.m. ET
ALAMEDA, Calif., March 29 /PRNewswire-FirstCall/ -- InSite Vision Incorporated
, an ophthalmic therapeutics, diagnostics and drug-delivery company, today
announced that it has obtained binding subscription agreements for $16.5
million, before transaction fees and expenses. The Company has accepted
approximately $2 million of the subscriptions in the initial closing and will
receive the remaining $14.5 million upon receipt of shareholder approval to
issue the shares offered to investors. New York based Paramount BioCapital,
Inc. served as the placement agent for this financing.
To complete the private placement, InSite Vision will require approval by its
shareholders to increase the authorized number of outstanding shares of InSite
Vision common stock and to approve the terms and other standard conditions of
the transaction under American Stock Exchange rules. The Company intends to
hold its annual meeting of stockholders on June 1, 2004 in Alameda, California
and will seek such approval at that time.
"We believe this financing represents a positive opportunity for our Company and
our shareholders," said S. Kumar Chandrasekaran, Ph.D., InSite Vision's
president and chief executive officer. "Upon successful completion, we believe
that the funds will be sufficient to take us into calendar 2005, including
initiating our ISV-401 phase 3 clinical trials and moving us toward product
approval and commercialization. Our ISV-401 drug candidate, which combines the
broad-spectrum antibiotic azithromycin with DuraSite(R), offers significant
advantages over currently available products in the approximately $1 billion
worldwide market for ocular infection.
"We are confident that bringing ISV-401 further through the clinical process
will enhance the potential value of the product and facilitate discussions with
appropriate corporate partners with financial and marketing resources to permit
broad market distribution following regulatory approval," added Dr. Chandrasekaran. "Our plan going forward is to continue pursuing corporate
partnerships as well as merger and acquisition activities with the aim of
enhancing shareholder value. Furthermore, we believe that it is critical that
we raise enough money at this time to permit us to pursue these goals without
the necessity of another near-term financing." Under the terms and conditions of subscription agreements entered into with each
investor, the investors have purchased an aggregate of 194 units at the initial
closing and agreed to purchase another 1,456 units at the final closing. Each
unit consists of 20,000 shares of InSite Vision common stock at $0.50 per share
and 5,000 Class A and 5,000 Class B warrants, with each warrant enabling the
holder to purchase shares of InSite Vision common stock at $0.75 per share. In
the event that the average closing price of InSite Vision's common stock for any
20 consecutive trading days is at least $1.50, InSite Vision will be entitled to
redeem the Class A warrants, or any portion of them, by 30 days written notice
to the holder at a redemption price of $0.75 per warrant share. In the event
that the average closing price of InSite Vision's common stock for any 20
consecutive trading days is at least $2.50, InSite Vision will be entitled to
redeem the Class B warrants, or any portion of them, by 30 days written notice
to the holder at a redemption price of $1.75 per warrant share.
InSite Vision has agreed to file, within 15 days after the final closing (or, if
stockholder approval is not obtained within the required period, within 15 days
after the expiration of such period), a registration statement providing for the
resale of the common stock issued at each of the initial and final closing and
the shares underlying the warrants issued at such closings. InSite Vision will
also be required to pay certain penalties to the investors if it does not
receive the required stockholder approval, or if it fails to file a resale
registration statement within the periods designated in the subscription
agreements.
InSite Vision will file a current report on Form 8-K describing in greater
detail the terms of this transaction and will file the transaction documents as
exhibits.
InSite Vision has scheduled an investor conference call today beginning at 10:30
a.m. Eastern Time to discuss the subject of this press release. To participate
in the live call via telephone, please call (888) 803-7364 for domestic callers
or (706) 634-1033 for international callers. A telephone replay will be
available for 48 hours following the conclusion of the call by dialing (800)
642-1687 (domestic) or (706) 645-9291 (international), and entering reservation
code 6087185.
The live conference call will be available via the Internet on the investor
relations section of the Company's Web site at http://www.insitevision.com/, and
a recording of the call will be available for 90 days following the completion
of the call.
InSite Vision is an ophthalmic products company focused on ocular infections,
glaucoma and retinal diseases. In the area of glaucoma, the Company conducts
genomic research using TIGR and other genes. A portion of this research has
been incorporated into the Company's OcuGene(R) glaucoma genetic test for
disease management, as well as ISV-205, its novel glaucoma therapeutic. ISV-205
uses InSite Vision's proprietary DuraSite drug-delivery technology, which also
is incorporated into the ocular infection product ISV-401, and InSite Vision's
retinal disease program. Additional information can be found at
http://www.insitevision.com/.
This press release herein may contain, among other things, certain statements of
a forward-looking nature relating to future events or the future business
performance of InSite Vision. Such statements entail a number of risks and
uncertainties, including but not limited to: InSite Vision's ability to obtain
shareholder approval and satisfy the other conditions to closing on the final
tranche of funding, InSite Vision's immediate need for significant additional
funding to continue its operations in the event that it does not consummate the
final closing, the effects of its expense control activities on its operations
and product development; its ability to obtain regulatory approval and market
acceptance of its products, OcuGene(R) glaucoma genetic test, ISV-401 and
ISV-205; InSite Vision's ability to maintain and develop additional
collaborations and commercial agreements with corporate partners, including
those with respect to ISV-401 and ISV-205; its reliance on third parties for the
development, marketing and sale of its products; the initiation and results of
preclinical and clinical studies; its ability to adequately protect its
intellectual property; and determinations by the U.S. Food and Drug
Administration, including those with respect to OcuGene, ISV-401 and ISV-205.
Reference is made to the discussionof risk factors detailed in InSite Vision's
filings with the Securities and Exchange Commission, including its annual report
on Form 10-K for the 2002 fiscal year and Quarterly Report on Form 10-Q for the
fiscal quarter ended September 30, 2003. Any projections in this release are
based on limited information currently available to InSite Vision, which is
subject to change. Although any such projections and the factors influencing
them will likely change, InSite Vision undertakes no obligation to update the
information. Such information speaks only as of the date of this release.
Actual events or results could differ materially and no reader of this release
should assume later that the information provided today is still valid.
Note to Editors: OcuGene is written with a "small cap" G; if doing so is not
possible, please use an upper case G. InSite Vision Incorporated, InSite
Vision, DuraSite and OcuGene are trademarks of InSite Vision Incorporated. Other
trademarks that may be mentioned inthis release are the intellectual property
of their respective owners.
For further information, please contact S. Kumar Chandrasekaran, CEO, or Sandra
Heine, Director of Finance, both of InSite Vision Incorporated, +1-510-865-8800;
or investors, BruceVoss, , or Jody Cain, , both of Lippert/Heilshorn &
Associates, Inc., +1-310-691-7100, or media, Chenoa Taitt, , or Michael Hopkins,
, both of Lippert/Heilshorn & Associates, Inc., +1-212-838-3777, all for InSite
Vision Incorporated. DATASOURCE: InSite Vision Incorporated CONTACT: S. Kumar Chandrasekaran, CEO, or Sandra Heine, Director of Finance, both of InSite Vision Incorporated, +1-510-865-8800; or investors, Bruce Voss, , or Jody Cain, , both of Lippert/Heilshorn & Associates, Inc., +1-310-691-7100, or media, Chenoa Taitt, , or Michael Hopkins, , both of Lippert/Heilshorn & Associates, Inc., +1-212-838-3777, all for InSite Vision Incorporated Web site: http://www.insitevision.com/
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