DOR BioPharma Secures $6 Million Equity Commitment from Fusion Capital
January 19 2006 - 9:26AM
Business Wire
DOR BioPharma, Inc. ("DOR" or the "Company") (AMEX:DOR), today
announced that it has entered into a common stock purchase
agreement with Fusion Capital Fund II, LLC, a Chicago based
institutional investor, whereby Fusion Capital shall buy up to $6.0
million of the Company's common stock. These funds are expected to
be used for general corporate purposes including the filing of its
NDA for orBec(R). Under the common stock purchase agreement,
funding of the $6,000,000 shall occur from time to time over a 15
month period after the Securities & Exchange Commission ("SEC")
has declared effective a registration statement covering the shares
of common stock to be purchased by Fusion Capital. Each month
during the term of the agreement, DOR has the right to sell to
Fusion Capital up to $400,000 of its common stock at a price based
upon the market price of the Company's common stock on the date of
each sale without any fixed discount to the market price. The
Company has the right to control the timing and the amount of stock
sold to Fusion Capital and under certain conditions may increase or
decrease the amount of stock sold to Fusion Capital. The Company
also has the right to terminate the agreement at any time. "We are
very pleased with the favorable terms of this financing with Fusion
Capital," commented Michael T. Sember, President and Chief
Executive Officer of DOR BioPharma. "Fusion Capital has conducted
extensive due diligence on DOR. They have a strong track record in
biotechnology investments and this capital commitment demonstrates
significant confidence in the future of DOR and its products. Their
financing commitment will allow DOR to potentially raise a
significant amount of capital efficiently over time and on a
cost-effective basis from a single institutional investor. This
equity commitment gives us tremendous flexibility and greater
financial security as we continue to prepare for our NDA and MAA
filings of orBec(R). We expect Fusion Capital will be a valuable
and long-term financial partner to DOR." About Fusion Capital
Fusion Capital Fund II, LLC, is a broad based investment fund,
based in Chicago, Illinois. Fusion Capital makes a wide range of
investments ranging from special situation financing to long-term
strategic capital. About DOR BioPharma, Inc. DOR BioPharma, Inc. is
a biopharmaceutical company addressing life-threatening side
effects of cancer and cancer treatments, serious gastrointestinal
diseases and disorders, and biomedical countermeasures. Our lead
product, orBec(R) (oral beclomethasone dipropionate), is a potent,
locally-acting corticosteroid being developed for the treatment of
intestinal Graft-versus-Host Disease (iGVHD), a common serious
complication of bone marrow transplantation for cancer, as well as
other GI disorders characterized by severe inflammation. We plan to
file a new drug application (NDA) with the FDA for orBec(R) for the
treatment of iGVHD in the first quarter of 2006. In November we
announced that we entered into a binding letter of intent to
acquire Gastrotech Pharma A/S, a Danish biotech company developing
therapeutics based on peptide hormones to treat cancer and
gastrointestinal diseases and conditions. Through our BioDefense
Division, we are developing biomedical countermeasures pursuant to
the paradigm established by the recently enacted Project BioShield
Act of 2004. Our biodefense products in development are
bioengineered vaccines designed to protect against the deadly
effects of ricin toxin and botulinum toxin, both of which are
considered serious bioterrorism threats. Our ricin toxin vaccine,
RiVax(TM), has completed the clinical portion of its Phase I
clinical trial in normal volunteers. We have also announced the
initiation of a new botulinum toxin therapeutic development program
based on rational drug design. For further information regarding
DOR BioPharma, please visit the Company's website located at
http://www.dorbiopharma.com. This press release contains
forward-looking statements, within the meaning of Section 21E of
the Securities Exchange Act of 1934, that reflect DOR BioPharma's
current expectations about its future results, performance,
prospects and opportunities, including statements regarding the
potential use of orBec(R) for the treatment of iGVHD and the
prospects for regulatory filings for orBec(R). Where possible, DOR
BioPharma has tried to identify these forward-looking statements by
using words such as "anticipates", "believes", "intends", or
similar expressions. These statements are subject to a number of
risks, uncertainties and other factors that could cause actual
events or results in future periods to differ materially from what
is expressed in, or implied by, these statements. DOR BioPharma
cannot assure you that it will be able to successfully develop or
commercialize products based on its technology, including orBec(R),
particularly in light of the significant uncertainty inherent in
developing vaccines against bioterror threats, manufacturing and
conducting preclinical and clinical trials of vaccines, and
obtaining regulatory approvals, that its technologies will prove to
be safe and effective, that its cash expenditures will not exceed
projected levels, that it will be able to obtain future financing
or funds when needed, that product development and
commercialization efforts will not be reduced or discontinued due
to difficulties or delays in clinical trials or due to lack of
progress or positive results from research and development efforts,
that it will be able to successfully obtain any further grants and
awards, maintain its existing grants which are subject to
performance, enter into any biodefense procurement contracts with
the U.S. Government or other countries, that it will be able to
patent, register or protect its technology from challenge and
products from competition or maintain or expand its license
agreements with its current licensors, that it will be able to
maintain its listing on the American Stock Exchange ("AMEX") by
completing a transaction which will provide it with shareholders'
equity of at least $6 million, or that its business strategy will
be successful. Important factors which may affect the future use of
orBec(R) for iGVHD include the risks that: because orBec(R) did not
achieve statistical significance in its primary endpoint in the
pivotal Phase III clinical study (i.e. a p-value of less than or
equal to 0.05), the FDA may not consider orBec(R) approvable based
upon existing studies, orBec(R) may not show therapeutic effect or
an acceptable safety profile in future clinical trials, if
required, or could take a significantly longer time to gain
regulatory approval than DOR BioPharma expects or may never gain
approval; DOR BioPharma is dependent on the expertise, effort,
priorities and contractual obligations of third parties in the
clinical trials, manufacturing, marketing, sales and distribution
of its products; or orBec(R) may not gain market acceptance; and
others may develop technologies or products superior to orBec(R).
DOR BioPharma's business strategy has been revised to include the
issuance of its securities to acquire companies or assets. DOR
BioPharma presently is involved in negotiations which could result
in the issuance of a significant number of shares of its equity
securities, thereby diluting the equity interests of present
stockholders and may result in a change in control of the company,
including, but not limited to, the pending acquisition of the
closely held, private company, Gastrotech, located in Copenhagen,
Denmark. These and other factors are described from time to time in
filings with the Securities and Exchange Commission, including, but
not limited to, DOR BioPharma's most recent reports on Form 10-QSB
and Form 10-KSB. DOR BioPharma assumes no obligation to update or
revise any forward-looking statements as a result of new
information, future events, and changes in circumstances or for any
other reason.
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