GTx Announces $43.4M Private Placement

GTx, Inc. GTXI today announced that it has entered into a securities purchase agreement for the sale of approximately $43.4 million of its common stock and warrants to purchase common stock in a private placement. The group of accredited investors includes Biotechnology Value Fund, L. P. and other affiliates of BVF Partners L.P., certain existing GTx stockholders and certain members of the GTx management team and board of directors. Pursuant to the terms of the securities purchase agreement, at the closing of the private placement, GTx will receive approximately $43.4 million in gross proceeds from the sale of 64,311,112 shares of GTx common stock and the issuance of warrants for the purchase of 64,311,112 additional shares of GTx common stock. The per unit purchase price of a share of GTx common stock and a warrant to purchase a share of GTx common stock is $0.675. The warrants will have a per share exercise price of $0.85 and will be exercisable for a four year period as determined in accordance with the terms of the warrants. The closing of the private placement is subject to the satisfaction of customary closing conditions. The securities purchase agreement and the transactions contemplated thereby were unanimously approved by a special committee comprised of disinterested and independent members of GTx's board of directors. Jefferies LLC served as exclusive financial advisor to the special committee. Additional details regarding the private placement will be included in a Form 8-K filed by GTx with the Securities and Exchange Commission. Neither the shares of GTx common stock nor the warrants to be issued in connection with the private placement have been registered under the Securities Act of 1933, as amended (the “Securities Act"). Accordingly, these securities may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act. GTx has agreed to file certain registration statements covering the resale of the GTx common stock as well as the GTx common stock issuable upon exercise of the warrants. This press release shall not constitute an offer to sell or the solicitation of an offer to buy GTx common stock or warrants to purchase GTx common stock.