SEATTLE, April 3, 2008 Dendreon Corporation(Nasdaq: DNDN) today announced that it has entered into a definitive agreementwith an institutional investor to sell 8.0 million shares of its common stockand warrants to purchase up to 8.0 million shares of its common stock forgross proceeds of approximately $47 million, before deducting placement agentfees and estimated offering expenses, in a "registered direct" offering. Theinvestor has agreed to purchase the shares of common stock and warrants topurchase common stock at a negotiated purchase price of $5.92 per share and awarrant exercise price of $20.00 per share. For the common stock purchased,this represents a 17% premium to the closing bid price of the common stock onApril 2, 2008. The warrants will be exercisable at any time on or afterOctober 8, 2008 and prior to the seventh anniversary of the closing of thetransaction. The closing bid price of the common stock on the Nasdaq GlobalMarket on April 2, 2008 was $5.06 per share. Lazard Capital Markets LLCserved as sole placement agent for the offering.
The securities described above are being offered by Dendreon pursuant toregistration statements previously filed and declared effective by theSecurities and Exchange Commission (the "SEC"). The transaction is expectedto close on or about April 8, 2008, subject to customary closing conditions.We intend to use the net proceeds from the sale of the shares to fund ourcommercialization activities for Provenge(R) (sipuleucel-T), including theinvestment in specialized technology systems; to fund clinical trials forPROVENGE and our other product candidates; to fund our other research andpreclinical development activities for our active immunotherapies and smallmolecule products; to satisfy third party obligations; and for other generalcorporate purposes, including working capital. We also may use a portion ofthe net proceeds to acquire complementary technologies or products, althoughwe currently have no agreements or commitments in this regard.
This press release shall not constitute an offer to sell or thesolicitation of an offer to buy, nor shall there be any sale of thesesecurities in any state or jurisdiction in which such offer, solicitation orsale would be unlawful prior to registration or qualification under thesecurities laws of any such state. Copies of the final prospectus supplementand accompanying base prospectus relating to this offering may be obtained atthe SEC's website at http://www.sec.gov or from Lazard Capital Markets LLC at30 Rockefeller Plaza, 60th Floor, New York, NY, 10020.
Dendreon Corporation is a biotechnology company whose mission is to targetcancer and transform lives through the discovery, development andcommercialization of novel therapeutics that harness the immune system tofight cancer. The Company applies its expertise in antigen identification,engineering and cell processing to produce active cellular immunotherapyproduct candidates designed to stimulate an immune response. Active cellularimmunotherapy holds promise because it may provide patients with a meaningfulclinical benefit, such as survival, combined with low toxicity. The Companyhas its headquarters in Seattle, Washington and is traded on the Nasdaq GlobalMarket under the symbol DNDN. For more information about the Company and itsprograms, visit www.dendreon.com.
Except for historical information contained herein, this news releasecontains forward-looking statements that are subject to risks anduncertainties. Factors that could affect these forward-looking statementsinclude, but are not limited to, market demand for Dendreon's common stock andevents and developments affecting Dendreon's business and prospects.Information on the factors and risks that could affect Dendreon's business,financial condition and results of operations are contained in Dendreon'spublic disclosu