EpiCept Corporation Raises $0.8 Million from Immediate Exercise of Re-priced Warrants

  EpiCept Corporation Raises $0.8 Million from Immediate Exercise of Re-priced
  Warrants

        Series A and B Preferred Stock Conversion Prices Also Affected

Business Wire

TARRYTOWN, N.Y. -- September 25, 2012

Regulatory News:

EpiCept Corporation (Nasdaq OMX Stockholm Exchange and OTCQX: EPCT) today
announced that, effective September 24, 2012, it has reduced the exercise
price of certain of its outstanding Common Stock Purchase Warrants, which were
issued pursuant to registered direct offerings in February 2012 and April
2012, in return for the immediate cash exercise of all such warrants. Total
proceeds to the Company will be approximately $0.8 million after estimated
fees and expenses. The total of 8.1 million warrants, 5.0 million of which
were issued in February 2012 and 3.1 million of which were issued in April
2012, were originally exercisable for common stock at prices of $0.20 and
$0.17 per share, respectively. The exercise prices were reduced to $0.10 per
share for all of these warrants. Dawson James, Inc. acted as exclusive agent
for the warrant exercise.

As part of the transaction, the Company also agreed to reduce the conversion
prices of the remaining unconverted shares of its Series A and Series B 0%
Convertible Preferred Stock to an effective price of $0.08 per common share. A
total of 236 shares of the Series A Preferred Stock, having an original
conversion price of $0.20 per share, and all 1,065 shares of the Series B
Preferred Stock, having an original conversion price of $0.17 per share, were
affected.

The proceeds from this warrant exercise, in addition to the Company’s current
cash, are anticipated to be sufficient to run operations into the first
quarter of 2013.

About EpiCept Corporation

EpiCept is focused on the development and commercialization of pharmaceutical
products for the treatment of pain and cancer. The Company's pain portfolio
includes AmiKet™, a prescription topical analgesic cream in late-stage
clinical development designed to provide effective long-term relief of pain
associated with peripheral neuropathies. The Company's product Ceplene^®, when
used concomitantly with low-dose interleukin-2 (IL-2) is intended as remission
maintenance therapy in the treatment of acute myeloid leukemia (AML) for adult
patients who are in their first complete remission. The Company sold all of
its rights to Ceplene^® in Europe and certain Pacific Rim countries and a
portion of its remaining Ceplene^® inventory to Meda AB. Ceplene^® is licensed
to MegaPharm Ltd. to market and sell in Israel and EpiCept has retained its
rights to Ceplene^® in all other countries, including countries in North and
South America. The Company has other oncology drug candidates 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.

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 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 Azixa^® will not
receive regulatory approval or achieve significant commercial success, the
risk that clinical trials for AmiKet™ or crolibulin^TM will not be successful,
the risk that AmiKet™ or crolibulin^TM 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 AmiKet™ on attractive
terms, a timely basis or at all, 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 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; 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 or at
www.epicept.com. 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

Contact:

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