FOR IMMEDIATE RELEASE
CONTACT:
WHIPPLE COMMUNICATIONS
Kristin Whipple
Tel: (773) 528-9010
ASCENT PEDIATRICS OBTAINS ADDITIONAL FINANCING TO SUPPORT PRODUCT LAUNCH
Sells FeverAll Product Line
Wilmington, MA - January 2, 2001 - Ascent Pediatrics, Inc. (OTCBB - ASCTP)
announced today that it has obtained a commitment from an affiliate of ING
Furman Selz to provide up to $10.25 million in financing to support the
Company's operations and the launch of its two pediatric products: Orapred , a
liquid corticosteroid which was approved by the FDA in December 2000, and
Primsol , an antibiotic for the treatment of ear infections, which was approved
by the FDA in January 2000. In addition, the Company announced that the Company
had sold its Feverall product line to Alpharma USPD Inc. ("Alpharma") in
exchange for the cancellation by Alpharma of $12.0 million of indebtedness owed
to Alpharma by the Company and that the Company and Alpharma had agreed to
cancel their $40.0 million credit facility and that Alpharma would not exercise
its option to acquire the Company.
The $10.25 million financing will be in the form of $6.25 million of 7.5%
secured notes and $4.0 million of Series H Preferred Stock and will be advanced
to the Company as needed by the Company. Under the terms of the notes, the
Company will pay interest quarterly and repay the outstanding principal of the
notes upon maturity (December 31, 2001 unless extended to no later than June 30,
2002 by the lender) or earlier upon a change in control of the company or other
conditions. Under the terms of the Series H Preferred Stock, the Company will
be entitled to, and the holders of the Series H Preferred Stock will be entitled
to cause the Company to, redeem the Series H Preferred Stock for a price equal
to the liquidation amount of the Series H Preferred Stock, plus $10.0 million.
In connection with the financing, the Company will issue warrants to purchase up
to 10,950,000 depositary shares of the Company at an exercise price of $.05 per
share and reduce the exercise price of other warrants held by ING Furman Selz to
$.05 per share.
In connection with the sale of the FeverAll product line, the Company was
granted the right to repurchase the product line at any time within the next 12
months for $12.0 million.
Ascent Pediatrics, Inc., based in Wilmington, Mass., is the only pharmaceutical
company in the United States dedicated solely to developing medicines just for
children. Founded in 1989 to develop and market improved pediatric
pharmaceuticals, the Company's products include Primsol (trimethoprim HCI, oral
solution, 50mg/5mL), treatment for ear infections; Orapred (prednisolone sodium
phosphate 20.2mg/5mL, equivalent to prednisolone 15mg/5mL) oral solution as a
treatment for children with asthma and other inflammatory conditions; and
Pediamist , an over-the-counter saline nasal mist.
Investors are cautioned that this press release contains forward-looking
statements that involve a number of risks and uncertainties. For this purpose,
any statements that are not statements of historical fact may be deemed to be
forward-looking statements. Without limiting the foregoing, the words
"believes", "anticipates", "expects", "intends", "will", and similar expressions
are intended to identify forward-looking statements. Information contained in
these forward-looking statements is inherently uncertain, and actual performance
and results may differ materially due to numerous factors, including but not
limited to the following: uncertainty related to the commercial success of the
Company's products including Primsol and Orapred, the Company's need for
additional capital, seasonality and variable operating results, inability to
retain or attract customers due to competition, uncertainty in the healthcare
industry and risk of product liability claims. These factors, as well as a
number of other important factors, are more fully described in the Company's
Annual Report on Form 10-K for the fiscal year ended December 31, 1999, under
the caption "Management's Discussion and Analysis for Financial condition and
Results of Operations - Certain Factors That May Affect Future Results", which
description is incorporated herein by reference, and in the Company's other
filings with the Securities and Exchange Commission.
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