NEW YORK--(BUSINESS WIRE)--Mar. 1, 2012--
Rodman & Renshaw, LLC, a wholly owned subsidiary of Rodman &
Renshaw Capital Group, Inc. (NASDAQ: RODM) announced that it has acted
as a Co-Manager to its client VIVUS, Inc. (Nasdaq: VVUS), who
announced on February 29th, the pricing of an underwritten
public offering of 9,000,000 shares of its common stock at a price to
the public of $22.50 per share. The gross proceeds from the sale of the
shares, before underwriting discounts and commissions and other offering
expenses, are expected to be approximately $202.5 million. The offering
is expected to close on or about March 6, 2012, subject to customary
closing conditions. The company has also granted the underwriters a
30-day option to purchase up to an aggregate of 1,350,000 additional
shares of common stock to cover over-allotments, if any. All of the
shares in the offering are being sold by VIVUS.
VIVUS anticipates using the net proceeds from this offering (i) to fund
the creation of the infrastructure including the hiring of a field sales
force and the development and production of promotional materials
necessary to commercialize Qnexa in the United States, if approved, for
the treatment of obesity; (ii) to cover expenses in connection with
pursuing non-U.S. marketing approvals for Qnexa and avanafil; (iii) to
fund new clinical trials for Qnexa and other investigational product
candidates; (iv) to finance our marketing and awareness efforts for
Qnexa; (v) to fund the ongoing hiring of additional sales and marketing,
regulatory, medical affairs and research and development and other
personnel to support Qnexa and our other investigational product
candidates; (vi) to fund additional investment in information technology
infrastructure and product support systems; (vii) for third-party
contract supply costs; (viii) to fund the cost of any post-approval
Qnexa requirements, including the cost to complete a cardiovascular
outcomes study and any additional studies required for Qnexa; and (ix)
for general corporate purposes, including working capital. We also may
use a portion of the net proceeds to acquire strategic assets, although
we currently have no agreements or commitments in this regard.
J.P. Morgan Securities LLC is acting as sole book-running manager of the
offering. BofA Merrill Lynch, JMP Securities LLC, Needham & Company, LLC
and Rodman & Renshaw, LLC are acting as co-managers of the offering.
Trout Capital LLC acted as an advisor to the Company.
The offering is being made pursuant to an effective shelf registration
statement. This announcement does not constitute an offer to sell or a
solicitation of an offer to buy, 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 registration or
qualification under the securities laws of any such state or
jurisdiction. This press release is being issued pursuant to and in
accordance with Rule 134 under the Securities Act of 1933, as amended.
Any offer, if at all, will be made only by means of a prospectus
supplement and accompanying prospectus forming a part of the effective
registration statement. A copy of the final prospectus supplement and
accompanying prospectus relating to the offering, when available, may be
obtained by contacting J.P. Morgan Securities LLC, c/o Broadridge
Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717
(telephone number: 866-803-9204) or on the SEC's website at www.sec.gov.
VIVUS is a biopharmaceutical company developing therapies to address
obesity, sleep apnea, diabetes and male sexual health.
Certain of the statements made in this press release are forward
looking, such as those, among others, relating to VIVUS' expectations
related to Vivus' planned use of proceeds and satisfaction of closing
conditions related to the public offering. There can be no assurance
that Vivus will be able to complete the public offering on the
anticipated terms, or at all. Additional risks and uncertainties
relating to the proposed offering, VIVUS and its business can be found
under the heading "Risk Factors" in VIVUS' Annual Report on Form 10-K
for the year ended December 31, 2011, and in the final prospectus
supplement related to the public offering to be filed with the
Securities and Exchange Commission. VIVUS disclaims any intention or
obligation to update or revise any forward-looking statements, whether
as a result of new information, future events or otherwise.
About Rodman & Renshaw, LLC
Rodman & Renshaw Capital Group, Inc. (NASDAQ: RODM) is a holding company
with a number of direct and indirect subsidiaries, including Rodman &
Rodman & Renshaw is a full-service investment bank dedicated to
providing corporate finance, strategic advisory and related services to
public and private companies across multiple sectors and regions. Rodman
also provides research and sales and trading services to institutional
investors. Rodman is the leader in the PIPE (private investment in
public equity) and RD (registered direct offering) transaction markets.
According to Sagient Research Systems, Rodman has been ranked the #1
Placement Agent in terms of the aggregate number of PIPE and RD
financing transactions completed every year since 2005.
For more information visit Rodman & Renshaw on the Internet at www.rodm.com.
MEMBER FINRA, SIPC
Source: Rodman & Renshaw, LLC
Rodman & Renshaw Capital Group, Inc.
Chief Financial Officer