Provectus Biopharmaceuticals Files Registration Statement for Rights Offering to Existing Stockholders
October 05 2016 - 5:47PM
Business Wire
Company Also Files Preliminary Proxy
Statement with SEC to Increase the Number of Authorized Shares and
Explore Potential Reverse Stock Split
Provectus Biopharmaceuticals, Inc. (NYSE MKT: PVCT,
www.provectusbio.com), a clinical-stage oncology and dermatology
biopharmaceutical company ("Provectus" or the "Company”), today
announced that it filed a registration statement on Form S-1 with
the Securities and Exchange Commission (the "SEC") for a rights
offering to its existing stockholders.
Under the proposed rights offering, Provectus would distribute
non-transferable subscription rights to purchase units (consisting
of shares of common stock and warrants to purchase common stock) to
its stockholders on the record date for the rights offering, which
has not yet been set. Holders who exercise their subscription
rights in full will be entitled, if available, to subscribe for
additional units that are not purchased by other stockholders. The
Company has not yet announced the number of shares of common stock
and number of warrants included in the units, the subscription
price per unit, exercise price of the warrants, record date, or
subscription period.
Provectus plans to use the proceeds from the rights offering for
clinical development, including its ongoing phase 3 clinical trial
of PV-10 to treat locally advanced cutaneous melanoma and its phase
1b/2 clinical trial of PV-10 in combination with pembrolizimab to
treat metastatic melanoma, in addition to advancing development of
PV-10 to treat cancers of the liver and other solid tumors. The
Company also plans to use a portion of the proceeds for working
capital and general corporate purposes. In order for the rights
offering to be successful, the Company will need to amend its
certificate of incorporation to increase the number of shares of
its common stock that the Company is authorized to issue.
Accordingly, the Company has filed a preliminary proxy statement
with the SEC to request that its stockholders approve, at a special
meeting of stockholders, both an increase in the Company's
authorized shares of common stock and a reverse stock split, each
of which will be at the discretion of the Company's board of
directors to effectuate if the proposals receive the requisite
stockholder approval. A reverse stock split will be necessary for
the Company to maintain its listing on the NYSE MKT, unless the
Company’s stock begins trading at higher levels for a sustainable
period of time, and will also decrease the number of shares of
common stock outstanding. Provectus has engaged Maxim Group LLC as
dealer-manager in the offering. Questions about the rights offering
or requests for copies of the prospectus, when available, may be
directed to Maxim Group LLC at 405 Lexington Avenue, New York, NY
10174, Attention Syndicate Department, or via email at
syndicate@maximgrp.com or telephone at (212) 895-3745.
A registration statement on Form S-1 relating to these
securities has been filed by Provectus with the SEC but has not yet
become effective. These securities may not be sold nor may offers
to buy be accepted prior to the time the registration statement
becomes effective. The rights offering, which is expected to
commence following the effectiveness of the registration statement,
will only be made by means of a prospectus. A preliminary
prospectus relating to and describing the proposed terms of the
rights offering has been filed with the SEC as a part of the
registration statement and is available on the SEC’s web site
at http://www.sec.gov.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy these securities, nor will there be
any sale of these securities in any state or other jurisdiction in
which such offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such
state or jurisdiction.
About Provectus Biopharmaceuticals, Inc.
Provectus Biopharmaceuticals is investigating new therapies for
the treatment of skin cancer, liver cancer and breast cancer.
Provectus’ investigational oncology drug, PV-10, is an ablative
immunotherapy under investigation in solid tumor cancers. The
Company has received orphan drug designations from the FDA for its
melanoma and hepatocellular carcinoma indications. PH-10, its
topical investigational drug for dermatology, is undergoing
clinical testing for psoriasis and atopic dermatitis. Provectus has
completed Phase 2 trials of PV-10 as a therapy for metastatic
melanoma, and of PH-10 as a topical treatment for atopic dermatitis
and psoriasis. Information about these and the Company's other
clinical trials can be found at the NIH registry, www.clinicaltrials.gov. For additional information about Provectus,
please visit the Company's website at www.provectusbio.com or contact Porter, LeVay
& Rose, Inc.
FORWARD-LOOKING STATEMENTS: This release contains
"forward-looking statements" as defined under U.S. federal
securities laws. These statements reflect management's current
knowledge, assumptions, beliefs, estimates, and expectations and
express management's current views of future performance, results,
and trends and may be identified by their use of terms such as
"anticipate," "believe," "could," "estimate," "expect," "intend,"
"may," "plan," "predict," "project," "will," and other similar
terms. Forward-looking statements are subject to a number of risks
and uncertainties that could cause our actual results to materially
differ from those described in the forward-looking statements.
Readers should not place undue reliance on forward-looking
statements. Such statements are made as of the date hereof, and we
undertake no obligation to update such statements after this
date.
Risks and uncertainties that could cause our actual results to
materially differ from those described in forward-looking
statements include those discussed in our filings with the SEC
(including those described in Item 1A of our Annual Report on Form
10-K for the year ended December 31, 2015) and the following:
- our determination, based on guidance
from the FDA, whether to proceed with or without a partner with the
fully enrolled phase 3 trial of PV-10 to treat locally advanced
cutaneous melanoma and the costs associated with such a trial if it
is necessary to complete (versus interim data alone);
- our determination whether to license
PV-10, our investigational drug product for melanoma and other
solid tumors such as cancers of the liver, if such licensure is
appropriate considering the timing and structure of such a license,
or to commercialize PV-10 on our own to treat melanoma and other
solid tumors such as cancers of the liver;
- our ability to license PH-10, our
investigational drug product for dermatology, on the basis of our
phase 2 atopic dermatitis and psoriasis results, which are in the
process of being further developed in conjunction with mechanism of
action studies;
- our ability to raise additional capital
if we determine to commercialize PV-10 and/or PH-10 on our own,
although our expectation is to be acquired by a prospective
pharmaceutical or biotech concern prior to commercialization;
and
- our ability to raise capital through
the proposed rights offering.
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version on businesswire.com: http://www.businesswire.com/news/home/20161005006505/en/
Provectus Biopharmaceuticals, Inc.Peter R. Culpepper,
866-594-5999 #30Interim CEO, COOorPorter, LeVay & Rose,
Inc.Marlon Nurse, 212-564-4700DM, SVP – Investor RelationsorAllison
+ PartnersTodd Aydelotte, 646-428-0644Managing Director – Media
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