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BioPharmX Corporation Announces Pricing of Public Offering

Nov 21, 2017

MENLO PARK, Calif., Nov. 21, 2017 /PRNewswire/ -- BioPharmX Corporation (NYSE AMERICAN: BPMX), a specialty pharmaceutical company developing products for the dermatology market, today announced the pricing of an underwritten public offering of 73,500,000 shares of its common stock (or pre-funded warrants to purchase common stock in lieu thereof that are being offered to purchasers that would beneficially own more than 4.99% (or at the election of the purchaser, 9.99%) of our outstanding common stock immediately following the consummation of the offering), together with accompanying Series A common warrants to purchase an aggregate of 73,500,000 shares of common stock and Series B common warrants to purchase an aggregate of 73,500,000 shares of common stock.  Each share of common stock and, as applicable, pre-funded warrant is being sold together with a Series A common warrant to purchase one share of common stock and a Series B common warrant to purchase one share of common stock at a combined effective price to the public of $0.15.  For each pre-funded warrant BioPharmX sells, the number of shares of common stock BioPharmX is offering will be decreased on a one-for-one basis.

 (PRNewsfoto/BioPharmX Corporation)

The Series A common warrants will be exercisable immediately at an exercise price of $0.20 per share and will expire five years from the date of issuance.  The Series B common warrants will be exercisable immediately at an exercise price of $0.25 per share, and will expire upon the earlier of (1) the twenty-first trading day after the date on which BioPharmX issues a press release announcing the company has entered into a strategic licensing, collaboration, partnership or similar agreement for the commitment to fund the company's phase 3 trials for BPX-01, and (2) the eighteen month anniversary of issuance.  The pre-funded warrants, if any, will have a nominal exercise price of $0.001 per share, will be immediately exercisable and may be exercised at any time until the pre-funded warrants are exercised in full.  The shares of common stock and pre-funded warrants, and accompanying common warrants, will be issued separately and will be immediately separable upon issuance.

The gross proceeds to BioPharmX from this offering, prior to deducting underwriting discounts and commissions and estimated offering expenses, and excluding the proceeds, if any, from the exercise of the warrants, are expected to be approximately $11 million.  BioPharmX intends to use the net proceeds from the offering to fund further clinical development of its product candidate BPX-04, as well as for ongoing expenses of the company's operations and for working capital and general corporate purposes.  The offering is expected to close on November 24, 2017, subject to customary closing conditions.

Oppenheimer & Co. Inc. is acting as the sole book-running manager for the offering, and Roth Capital Partners, LLC and Maxim Group LLC are acting as co-managers.

A registration statement relating to these securities was declared effective by the Securities and Exchange Commission (SEC) on November 20, 2017.  The offering is being made only by means of a prospectus forming part of the effective registration statement.  Copies of the final prospectus related to the offering, when available, may be obtained for free from the SEC's website at http://www.sec.gov, or alternatively from the offices of Oppenheimer & Co. Inc., 85 Broad Street, New York, New York, 10004, by telephone at (212) 667-8563, or by email at EquityProspectus@opco.com.

This press release shall not constitute an offer to sell, or the solicitation of an offer to buy, any of the securities described herein, nor shall there be any sale of these securities in any state or 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 jurisdiction.

About BioPharmX® Corporation
BioPharmX Corporation (NYSE AMERICAN: BPMX) is a Silicon Valley-based specialty pharmaceutical company that seeks to provide products through proprietary platform technologies for prescription, over-the-counter (OTC), and supplement applications in the health and wellness markets, including dermatology and women's health.  To learn more about BioPharmX, visit www.BioPharmX.com.

Forward-Looking Statements
Statements in this news release relating to future events, such as statements regarding the anticipated completion, timing, and size of the public offering and the anticipated use of net proceeds therefrom, which are not historical facts, are "forward-looking statements."  These forward-looking statements may be identified by words such as "expect," "anticipate," "believe," or similar expressions that are intended to identify such forward-looking statements.  All forward-looking statements are expressly qualified in their entirety by this cautionary statement and the risks and uncertainties associated with market conditions and the satisfaction of customary closing conditions relating to the offering, as well as risks and uncertainties detailed in the company's filings with the SEC, including the registration statement on Form S-1 relating to this offering.  These statements are based upon the current expectations and beliefs of management and are subject to certain risks and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements.  Given these risks and uncertainties, you are cautioned not to place undue reliance on such forward-looking statements.  The forward-looking statements included in this news release are made only as of the date hereof and the company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws.

BioPharmX is a registered trademark of BioPharmX, Inc.

 

SOURCE BioPharmX Corporation

For further information: Nina Brauer, Senior Manager, Marketing & Communications, nbrauer@biopharmx.com, (650) 889-5030, OR Investor Relations, investors@biopharmx.com


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