Common Stock Will Begin Trading on
Split-Adjusted Basis on June
6, 2024
PRINCETON, N.J., May 31, 2024 /PRNewswire/ -- Soligenix, Inc.
(NASDAQ: SNGX) (Soligenix or the Company), a late-stage
biopharmaceutical company focused on developing and commercializing
products to treat rare diseases where there is an unmet medical
need, announced today that it intends to effect a reverse
stock split of its common stock at a ratio of 1 post-split share
for every 16 pre-split shares. The reverse stock split will become
effective at 4:00 p.m. on Wednesday, June 5,
2024. Soligenix's common stock will continue to be traded on
The Nasdaq Capital Market under the symbol SNGX and will begin
trading on a split-adjusted basis when the market opens on
Thursday, June 6, 2024. The new CUSIP
number for the Company's common stock following the reverse stock
split will be 834224 604.
At the 2024 Annual Meeting of Stockholders initially convened on
May 23, 2024 and reconvened on
May 30, 2024, Soligenix's
stockholders granted the Company's Board of Directors the
discretion to effect a reverse stock split of Soligenix's common
stock through an amendment to its Second Amended and Restated
Certificate of Incorporation at a ratio of not less than 1-for-2
and not more than 1-for-20, with such ratio to be determined by the
Company's Board of Directors.
At the effective time of the reverse stock split, every 16
shares of Soligenix's issued and outstanding common stock will be
converted automatically into one issued and outstanding share of
common stock without any change in the par value per share.
Stockholders holding shares through a brokerage account will have
their shares automatically adjusted to reflect the 1-for-16 reverse
stock split. It is not necessary for stockholders holding shares of
the Company's common stock in certificated form to exchange their
existing stock certificates for new stock certificates of the
Company in connection with the reverse stock split, although
stockholders may do so if they wish.
The reverse stock split will affect all stockholders uniformly
and will not alter any stockholder's percentage interest in the
Company's equity, except to the extent that the reverse stock split
would result in a stockholder owning a fractional share. Any
fractional share of a stockholder resulting from the reverse stock
split will be rounded up to the nearest whole number of shares. The
reverse stock split will reduce the number of shares of Soligenix's
common stock outstanding from 15,799,837 shares to approximately
987,490 shares, subject to adjustment for the rounding up of
fractional shares. Proportional adjustments will be made to the
number of shares of Soligenix's common stock issuable upon exercise
or conversion of Soligenix's equity awards and warrants, as well as
the applicable exercise price. Stockholders with shares in
brokerage accounts should direct any questions concerning the
reverse stock split to their broker; all other stockholders may
direct questions to the Company's transfer agent, Equiniti Trust
Company, LLC, toll-free at (877) 248-6417 or at (718) 921-8317.
About Soligenix, Inc.
Soligenix is a late-stage biopharmaceutical company focused on
developing and commercializing products to treat rare diseases
where there is an unmet medical need. Our Specialized
BioTherapeutics business segment is developing and moving toward
potential commercialization of HyBryte™ (SGX301 or
synthetic hypericin sodium) as a novel photodynamic therapy
utilizing safe visible light for the treatment of cutaneous T-cell
lymphoma (CTCL). With successful completion of the second Phase 3
study, regulatory approvals will be sought to support potential
commercialization worldwide. Development programs in this business
segment also include expansion of synthetic hypericin (SGX302) into
psoriasis, our first-in-class innate defense regulator (IDR)
technology, dusquetide (SGX942) for the treatment of inflammatory
diseases, including oral mucositis in head and neck cancer, and
(SGX945) in Behçet's Disease.
Our Public Health Solutions business segment includes
development programs for RiVax®, our ricin toxin vaccine
candidate, as well as our vaccine programs targeting filoviruses
(such as Marburg and Ebola) and CiVax™, our vaccine
candidate for the prevention of COVID-19 (caused by SARS-CoV-2).
The development of our vaccine programs incorporates the use of our
proprietary heat stabilization platform technology, known as
ThermoVax®. To date, this business segment has been
supported with government grant and contract funding from the
National Institute of Allergy and Infectious Diseases (NIAID), the
Defense Threat Reduction Agency (DTRA) and the Biomedical Advanced
Research and Development Authority (BARDA).
For further information regarding Soligenix, Inc., please visit
the Company's website at https://www.soligenix.com and
follow us on LinkedIn and Twitter
at @Soligenix_Inc.
This press release may contain forward-looking statements that
reflect Soligenix's current expectations about its future results,
performance, prospects and opportunities, including but not limited
to, potential market sizes, patient populations, clinical trial
enrollment, the expected timing for closing the offering described
herein and the intended use of proceeds therefrom. Statements that
are not historical facts, such as "anticipates," "estimates,"
"believes," "hopes," "intends," "plans," "expects," "goal," "may,"
"suggest," "will," "potential," or similar expressions, are
forward-looking statements. 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, and
include the expected amount and use of proceeds from the offering
and the expected closing date of the offering. Soligenix cannot
assure you that it will be able to successfully develop, achieve
regulatory approval for or commercialize products based on its
technologies, particularly in light of the significant uncertainty
inherent in developing therapeutics and vaccines against bioterror
threats, conducting preclinical and clinical trials of therapeutics
and vaccines, obtaining regulatory approvals and manufacturing
therapeutics and vaccines, 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 funding to
support product development and commercialization efforts,
including grants and awards, maintain its existing grants which are
subject to performance requirements, enter into any biodefense
procurement contracts with the U.S. Government or other countries,
that it will be able to compete with larger and better financed
competitors in the biotechnology industry, that changes in health
care practice, third party reimbursement limitations and Federal
and/or state health care reform initiatives will not negatively
affect its business, or that the U.S. Congress may not pass any
legislation that would provide additional funding for the Project
BioShield program. In addition, there can be no assurance as to the
timing or success of any of its clinical/preclinical trials.
Despite the statistically significant result achieved in the first
HyBryte™ (SGX301) Phase 3 clinical trial for the
treatment of cutaneous T-cell lymphoma, there can be no assurance
that the second HyBryte™ (SGX301) Phase 3 clinical trial
will be successful or that a marketing authorization from the FDA
or EMA will be granted. Additionally, although the EMA has agreed
to the key design components of the second HyBryte™
(SGX301) Phase 3 clinical trial, no assurance can be given that the
Company will be able to modify the development path to adequately
address the FDA's concerns or that the FDA will not require a
longer duration comparative study. Notwithstanding the result in
the first HyBryte™ (SGX301) Phase 3 clinical trial
for the treatment of cutaneous T-cell lymphoma and the Phase 2a
clinical trial of SGX302 for the treatment of psoriasis, there can
be no assurance as to the timing or success of the clinical trials
of SGX302 for the treatment of psoriasis. Further, there can be no
assurance that RiVax® will qualify for a biodefense
Priority Review Voucher (PRV) or that the prior sales of PRVs will
be indicative of any potential sales price for a PRV for
RiVax®. Also, no assurance can be provided that the
Company will receive or continue to receive non-dilutive government
funding from grants and contracts that have been or may be awarded
or for which the Company will apply in the future. These and other
risk factors are described from time to time in filings with the
Securities and Exchange Commission (the "SEC"), including, but not
limited to, Soligenix's reports on Forms 10-Q and 10-K. Unless
required by law, Soligenix assumes no obligation to update or
revise any forward-looking statements as a result of new
information or future events.
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SOURCE SOLIGENIX, INC.