NEW YORK, March 9, 2020 – — Spherix Incorporated (SPEX) (“Spherix” or the “Company”), a technology development company committed to the fostering of innovative ideas, today announced that it has entered into definitive agreements with several institutional and accredited investors for the purchase and sale of 2,090,909 shares of Spherix’s common stock, at a purchase price of $2.75 per share, in a registered direct offering priced at-the-market under Nasdaq rules. The closing of the offering is expected to occur on or about March 11, 2020, subject to the satisfaction of customary closing conditions.
H.C. Wainwright & Co. is acting as the exclusive placement agent for the offering.
The gross proceeds to Spherix from this offering are expected to be approximately $5.75 million, before deducting the placement agent’s fees and other estimated offering expenses payable by Spherix. The Company intends to use the net proceeds from this offering for working capital and general corporate purposes.
The shares of common stock are being offered by Spherix pursuant to a “shelf” registration statement on Form S-3 (File No. 333-222488) previously filed with the Securities and Exchange Commission (the “SEC”) on January 9, 2018 and declared effective by the SEC on January 19, 2018. The offering will be made only by means of a prospectus, including a prospectus supplement, forming a part of the effective registration statement. A final prospectus supplement and accompanying prospectus relating to the shares of common stock being offered will be filed with the SEC. Electronic copies of the final prospectus supplement and accompanying prospectus may be obtained, when available, on the SEC’s website at http://www.sec.gov or by contacting H.C. Wainwright & Co., LLC at 430 Park Avenue, 3rd Floor, New York, NY 10022, by phone at (646) 975-6996 or e-mail at [email protected].
This press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities, nor shall 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 the registration or qualification under the securities laws of any such state or other jurisdiction.
Spherix was initially formed in 1967 and is currently a biotechnology company with a diverse portfolio of small-molecule anti-cancer therapeutics. The Company’s platform consists of patented technology from leading universities and researchers and we are currently in the process of developing an innovative therapeutic drug platform through strong partnerships with world renowned educational institutions, including The University of Texas at Austin and Wake Forest University. Our diverse pipeline of therapeutics includes therapies for pancreatic cancer, acute myeloid leukemia (AML) and acute lymphoblastic leukemia (ALL). In addition, we are constantly seeking to grow our pipe to treat unmet medical needs in oncology.
To the extent any statements made in this news release deal with information that is not historical, these are forward-looking statements under the Private Securities Litigation Reform Act of 1995. Such statements include, but are not limited to, statements about the company’s plans, objectives, expectations and intentions with respect to future operations and products, the potential of the company’s technology and product candidates, the anticipated timing of future clinical trials, and other statements that are not historical in nature, particularly those that utilize terminology such as “would,” “will,” “plans,” “possibility,” “potential,” “future,” “expects,” “anticipates,” “believes,” “intends,” “continue,” “expects,” other words of similar meaning, derivations of such words and the use of future dates. Forward-looking statements by their nature address matters that are, to different degrees, uncertain. Uncertainties and risks may cause the Spherix’s actual results to be materially different than those expressed in or implied by such forward-looking statements. Particular uncertainties and risks include: our ability to satisfy the closing conditions of the registered direct offering, the closing of the registered direct offering; the use of proceeds of the offering; market and other conditions; the difficulty of developing pharmaceutical products; obtaining regulatory and other approvals and achieving market acceptance; general business and economic conditions; the company’s need for and ability to obtain additional financing or partnering arrangements; and the various risk factors (many of which are beyond Spherix’s control) as described under the heading “Risk Factors” in the preliminary prospectus and Spherix’s filings with the United States Securities and Exchange Commission. All forward-looking statements in this news release speak only as of the date of this news release and are based on management’s current beliefs and expectations. Spherix undertakes no obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law.
SOURCE Spherix Incorporated