Advaxis, Inc., (OTCBB: ADXS), a leader in developing the next generation of immunotherapies for cancer and infectious diseases, has entered into a definitive Convertible Notes Purchase Agreement (Agreement) with certain accredited investors, for the purchase of the aggregate principal value of approximately $1.2 million of Convertible Promissory Notes (Notes) for an aggregate purchase price of approximately $1.0 million. The closing of the sale of the Notes, under the Agreement, is anticipated to occur on or about January 6, 2012, subject to customary closing conditions.
“This additional financing will help fund the progress of our trials in cervical cancer in India and in CIN 2/3 in the US, among our other studies. We have begun releasing data and intend to continue to share news regarding those trials throughout the first quarter of 2012”
The Notes have an original issue discount of 15% and mature on the one year anniversary of the issue date. Under the terms specified therein, the Notes are convertible, in whole or in part, into common stock at a conversion price of $0.15. However, except as otherwise provided in the Notes, only 85% of the initial principal amount of each Note is convertible at any time after issuance and the remainder is convertible at maturity.
In connection with the Agreement, the Company issued a warrant to each investor to acquire up to such number of shares of Common Stock equal to 50% of such number of Conversion Shares, issuable upon exercise of the Note issued to such Investor as of the Closing Date with an exercise price of $0.15. The warrants will expire in three years. Pursuant to a Registration Rights Agreement between the Company and the investors, the Company is required to file a resale registration statement by mid-January 2012 that covers the resale of the underlying shares of both the Notes and shares issuable upon exercise of the warrants.
"This additional financing will help fund the progress of our trials in cervical cancer in India and in CIN 2/3 in the US, among our other studies. We have begun releasing data and intend to continue to share news regarding those trials throughout the first quarter of 2012," commented Advaxis Chairman/CEO Thomas A. Moore.
Rodman & Renshaw, LLC, a subsidiary of Rodman & Renshaw Capital Group, Inc., (NASDAQ: RODM), acted as the exclusive placement agent for the transaction. For more information, please visit www.rodm.com.
A summary of the transaction will be included in the Company's Current report on Form 8-K to be filed with the Securities and Exchange Commission.