Business Services Industry
Neurogen Files Universal Shelf Registration Statement
Business Wire, May 29, 2007
BRANFORD, Conn. -- Neurogen Corporation (Nasdaq: NRGN), a drug discovery and development company, announced today that it has filed a $100 million universal shelf registration statement on Form S-3 with the Securities and Exchange Commission (SEC), which will permit it, from time to time, to offer and sell debt securities, shares of its common stock or preferred stock, or warrants to purchase its debt securities, common stock, or preferred stock (collectively the "Securities").
Neurogen may sell any combination of the Securities in one or more offerings and will receive all of the net proceeds from the sale of the Securities. Neurogen currently intends to use the net proceeds from the sale of any of the Securities for general corporate purposes, including funding research and development programs, capital expenditures, working capital, and repayment or refinancing of its debts.
A registration statement relating to the Securities has been filed with the SEC, but has not yet become effective. The Securities may not be sold, nor may offers to buy the Securities be accepted, prior to the time the registration statement becomes effective. The Securities may be offered separately or together, in separate series, in amounts, at prices and on terms to be set forth in the prospectus contained in the registration statement, and in one or more supplements to such prospectus, and may only be offered pursuant thereto.
This news release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the Securities in any state in which such offer, solicitation, or sale would be unlawful prior to the registration or qualification of the Securities under the securities laws of any such state.
About Neurogen
Neurogen Corporation is a drug discovery and development company focusing on small molecule drugs to improve the lives of patients suffering from disorders with significant unmet medical need, including insomnia, obesity, pain, Parkinson's disease, restless legs syndrome (RLS), and depression. Neurogen conducts its research and development independently and, when advantageous, collaborates with world-class pharmaceutical companies to access additional resources and expertise.
Neurogen Safe Harbor Statement
The information in this press release contains certain forward-looking statements, made pursuant to applicable securities laws, which involve risks and uncertainties as detailed from time to time in Neurogen's SEC filings, including its most recent 10-K. Such forward-looking statements relate to activities, events or developments that Neurogen believes, expects or anticipates will occur in the future and include, but are not limited to, earnings estimates, statements that are not historical facts relating to Neurogen's future financial performance, its growth and business expansion, its financing plans, the timing and occurrence of anticipated clinical trials, and potential collaborations or extensions of existing collaborations. These statements are based on certain assumptions made by Neurogen based on its experience and perception of historical trends, current conditions, expected future developments and other factors it believes are appropriate under the circumstances. Actual results may differ materially from those expressed or implied by such forward-looking statements as a result of various factors, including, but not limited to, risks associated with the inherent uncertainty of drug research and development, difficulties or delays in development, testing, regulatory approval, production and marketing of any of Neurogen's drug candidates, adverse side effects or inadequate therapeutic efficacy or pharmacokinetic properties of Neurogen's drug candidates or other properties of drug candidates which could make them unattractive for commercialization, advancement of competitive products, dependence on corporate partners, Neurogen's ability to retain key employees, sufficiency of cash to fund Neurogen's planned operations and patent, product liability and third party reimbursement risks associated with the pharmaceutical industry. Although Neurogen believes that its expectations are based on reasonable assumptions, it can give no assurance that the anticipated results will occur. For such statements, Neurogen claims the protection of applicable laws. Future results may also differ from previously reported results. For example, positive results or safety and tolerability in one clinical study provides no assurance that this will be true in future studies. Forward-looking statements represent the judgment of Neurogen's management as of the date of this release and Neurogen disclaims any intent and does not assume any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, unless required under applicable law.
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