EpiCept Raises $2 Million via Registered Direct Financing


EpiCept Raises $2 Million via Registered Direct Financing

TARRYTOWN, N.Y.--(BUSINESS WIRE (http://www.businesswire.com/))--
Regulatory News:

EpiCept Corporation (Nasdaq and OMX Stockholm Exchange: EPCT) announced
today that it has entered into definitive agreements for the purchase of
approximately 3.3 million shares of its common stock at $0.61 per share,
and five-year warrants to purchase up to approximately 1.3 million
shares of common stock at an exercise price of $0.56 per share,
exercisable immediately. EpiCept will receive approximately $1.9 million
in net proceeds from the offering. The offering is expected to close on
or about November 10, 2010, subject to customary closing conditions.
Rodman & Renshaw, LLC, a subsidiary of Rodman & Renshaw Capital Group,
Inc. (Nasdaq: RODM) acted as the exclusive placement agent for the
offering. Net proceeds from the offering will be used to meet working
capital needs while the Company seeks to close the key element of its
previously-announced financing plan, and for general corporate purposes.
The proceeds of this offering together with existing cash are expected
to be sufficient to fund the Company's anticipated cash expenditures
into the first quarter 2011. The proposed public offering is being made
pursuant to an effective registration statement, and may be made only by
means of a prospectus and prospectus supplement. A copy of the
prospectus supplement relating to the common stock and warrants can be
obtained from Rodman & Renshaw LLC, 1251 Avenue of the Americas, 20th
Floor, New York, NY 10020, or by calling 212-356-0549. An electronic
copy of the prospectus supplement will also be available on the website
of the Securities and Exchange Commission (the "SEC") at
http://www.sec.gov (http://cts.businesswire.com/ct/CT?id=smartlink&url=h
ttp%3A%2F%2Fwww.sec.gov&esheet=6501415&lan=en-US&anchor=http%3A%2F%2Fwww
.sec.gov&index=1&md5=796b30c89ea70fa48143a9ef17ed4940). This press
release is neither an offer to sell, nor a solicitation of an offer to
buy, nor shall there be any sale of, these securities in any state in
which such offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such
state.

About EpiCept Corporation

EpiCept is focused on the development and commercialization of
pharmaceutical products for the treatment of cancer and pain. The
Company's lead product is Ceplene®, which has been granted full
marketing authorization by the European Commission for the remission
maintenance and prevention of relapse in adult patients with Acute
Myeloid Leukemia (AML) in first remission. The Company has two oncology
drug candidates currently in clinical development that were discovered
using in-house technology and have been shown to act as vascular
disruption agents in a variety of solid tumors. The Company's pain
portfolio includes EpiCept™ NP-1, a prescription topical analgesic cream
in late-stage clinical development designed to provide effective
long-term relief of pain associated with peripheral neuropathies.

Forward-Looking Statements

This news release and any oral statements made with respect to the
information contained in this news release contain forward-looking
statements within the meaning of the Private Securities Litigation
Reform Act of 1995. Such forward-looking statements include statements
which express plans, anticipation, intent, contingency, goals, targets,
future development and are otherwise not statements of historical fact.
These statements are based on our current expectations and are subject
to risks and uncertainties that could cause actual results or
developments to be materially different from historical results or from
any future results expressed or implied by such forward-looking
statements. Factors that may cause actual results or developments to
differ materially include: the risk that the financing will not
successfully close, the risks associated with the adequacy of our
existing cash resources and our ability to continue as a going concern,
the risks associated with our ability to continue to meet our
obligations under our existing debt agreements, the risk that Ceplene®
will not receive regulatory approval or marketing authorization in the
United States or Canada, the risk that Ceplene® will not achieve
significant commercial success, the risk that any required post-approval
clinical study for Ceplene® will not be successful, the risk that we
will not be able to maintain our final regulatory approval or marketing
authorization for Ceplene®, the risk that Azixa™ will not receive
regulatory approval or achieve significant commercial success, the risk
that we will not receive any significant payments under our agreement
with Myrexis, the risk that the development of our other apoptosis
product candidates will not be successful, the risk that clinical trials
for EpiCeptTM NP-1 or crolibulinTM will not be successful, the risk that
EpiCept™ NP-1 or crolibulinTM will not receive regulatory approval or
achieve significant commercial success, the risk that we will not be
able to find a partner to help conduct the Phase III trials for EpiCept™
NP-1 on attractive terms, a timely basis or at all, the risk that our
other product candidates that appeared promising in early research and
clinical trials do not demonstrate safety and/or efficacy in
larger-scale or later stage clinical trials, the risk that we will not
obtain approval to market any of our product candidates, the risks
associated with dependence upon key personnel, the risks associated with
reliance on collaborative partners and others for further clinical
trials, development, manufacturing and commercialization of our product
candidates; the cost, delays and uncertainties associated with our
scientific research, product development, clinical trials and regulatory
approval process; our history of operating losses since our inception;
the highly competitive nature of our business; risks associated with
litigation; the risk that our securities may be delisted from Nasdaq;
and risks associated with our ability to protect our intellectual
property. These factors and other material risks are more fully
discussed in our periodic reports, including our reports on Forms 8-K,
10-Q and 10-K and other filings with the U.S. Securities and Exchange
Commission. You are urged to carefully review and consider the
disclosures found in our filings which are available at
www.sec.gov (http://cts.businesswire.com/ct/CT?id=smartlink&url=http%3A%
2F%2Fus.lrd.yahoo.com%2F_ylt%3DAgfqFPfVOEK5M4_Rv8aJvhTjba9_%3B_ylu%3DX3o
DMTEzM2pvaWgxBHBvcwMyBHNlYwNuZXdzYXJ0Ym9keQRzbGsDd3d3c2VjZ292%2FSIG%3D15
t064n6f%2F**http%253A%2Fcts.businesswire.com%2Fct%2FCT%253Fid%3Dsmartlin
k%2526url%3Dhttp%25253A%25252F%25252Fwww.sec.gov%2526esheet%3D6170045%25
26lan%3Den_US%2526anchor%3Dwww.sec.gov%2526index%3D2%2526md5%3D61ec7b720
44301e411e3335754ee5c07&esheet=6501415&lan=en-US&anchor=www.sec.gov&inde
x=2&md5=0ccb5be89eb554ad29eb5c78ff6bfaa6) or at
www.epicept.com (http://cts.businesswire.com/ct/CT?id=smartlink&url=http
%3A%2F%2Fus.lrd.yahoo.com%2F_ylt%3DAhBuoawHw6iS3RhJOH9dNNfjba9_%3B_ylu%3
DX3oDMTE2OGhhcWs4BHBvcwMzBHNlYwNuZXdzYXJ0Ym9keQRzbGsDd3d3ZXBpY2VwdGNv%2F
SIG%3D1659oglun%2F**http%253A%2Fcts.businesswire.com%2Fct%2FCT%253Fid%3D
smartlink%2526url%3Dhttp%25253A%25252F%25252Fwww.epicept.com%2526esheet%
3D6170045%2526lan%3Den_US%2526anchor%3Dwww.epicept.com%2526index%3D3%252
6md5%3D8b3a48c3367e26fcfbd15295b6d82118&esheet=6501415&lan=en-US&anchor=
www.epicept.com&index=3&md5=99ab9ae44721e61daf458b1cf820b7db). You are
cautioned not to place undue reliance on any forward-looking statements,
any of which could turn out to be wrong due to inaccurate assumptions,
unknown risks or uncertainties or other risk factors.

*Azixa is a registered trademark of Myrexis, Inc.

EPCT-GEN

EpiCept Corporation:
Robert W. Cook, 914-606-3500
rcook@epicept.com (rcook@epicept.com)
or
Media:
Feinstein Kean Healthcare
Greg Kelley, 617-577-8110
gregory.kelley@fkhealth.com (gregory.kelley@fkhealth.com)
or
Investors:
Lippert/Heilshorn & Associates
Kim Sutton Golodetz, 212-838-3777
kgolodetz@lhai.com (kgolodetz@lhai.com)
or
Bruce Voss, 310-691-7100
bvoss@lhai.com (bvoss@lhai.com)

Attachments

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