Full Press Release Details
Pharmaceuticals Reiterates Previously Announced
Date of March 2, 2018 at 5:00 PM ET and Amendment to
Terms of its Rights Offering
YORK, NY - February 26, 2018 - Actinium Pharmaceuticals, Inc. (NYSE American: ATNM) ("Actinium" or "the
Company"), announced today that it has amended the pricing terms of its previously announced rights offering. Under the
amended rights offering terms, Actinium would distribute non-transferable subscription rights to purchase 50,000,000 units at
a subscription price per unit of $0.50, to its stockholders and certain participating warrant holders on the record date. The
subscription rights will be exercisable for up to an aggregate of $25.0 million of units, subject to increase at the discretion
of the Company, with aggregate participation to be allocated among holders on a pro rata basis if in excess of that threshold.
unit will consist of one share of common stock, 0.25 series A warrants and 0.75 series B warrants. The series A warrants
will have a term of 12 months from the date of issuance and will have a reduced exercise price of $0.60, under the amended
rights offering terms. The series B warrants will have a term of 30 months from the date of issuance and will have a reduced
exercise price of $0.70, under the amended rights offering terms.
who fully exercise their basic subscription rights will be entitled, if available, to subscribe for an additional amount of units
that are not purchased by other holders, on a pro rata basis and subject to the $25.0 million aggregate offering threshold and
other ownership limitations. The subscription rights are non-transferrable and may only be exercised during the anticipated subscription
period of Thursday, February 15, 2018 through 5:00 PM ET on Friday, March 2, 2018, unless extended.
of record, participating warrant holders of record and other beneficial owners of common stock as of the rights offering record
date of February 14, 2018 will be receiving notification and subscription documentation. Stockholders of record and participating
warrant holders will receive their subscription rights certificate by mail, and those wishing to participate in the rights offering
must complete their subscription card and return it to Broadridge along with payment. The subscription rights certificate can
also be accessed via Actinium's Form 8-K, which was filed on February 26, 2018:
4.1 to the accompanying Form 8-K
record holders of rights that wish to participate in the rights offering must deliver a properly completed and signed subscription
card, in the form attached to the subscription rights certificate, together with payment of the subscription price for both basic
subscription rights and any over subscription privilege election for delivery no later than 5:00 PM Eastern Time on March 2, 2018
to the Subscription Agent:
Corporate Issuer Solutions, Inc.
Attn: BCIS Re-Organization Dept.
Brentwood, New York 11717-0693
793-5068 (toll free)
hand or overnight courier:
Corporate Issuer Solutions, Inc.
Edgewood, New York 11717
793-5068 (toll free)
owners will receive their beneficial owner election card via their broker, dealer, bank or other nominee along with instructions.
If exercising subscription rights through a broker, dealer, bank or other nominee, rights holders should promptly contact their
nominee and submit subscription documents and payment for the units subscribed for in accordance with the instructions and within
the time period provided by such nominee. The broker, dealer, bank or other nominee may establish a deadline before March 2, 2018,
by which instructions to exercise subscription rights, along with the required subscription payment, must be received. The beneficial
owner election card can also be accessed via Actinium's Form 8-K, which was filed on February 26, 2018:
99.2 to the accompanying Form 8-K
questions about the rights offering or requests for copies of the prospectus, please contact Broadridge Corporate Issuer Solutions,
Inc., the Information Agent for the rights offering, at (855) 793-5068 (TOLL FREE) or Maxim Group LLC, at (212) 895-3745 or syndicate@maximgrp.com.
questions for the Company, information or requests for materials, please contact:
Pharmaceuticals, Inc.
a result of the foregoing revisions to the pricing terms of the rights offering, any holders of subscription rights who have already
exercised their subscription rights at the original subscription price of $0.70 per unit, or who submit election forms referencing
the original subscription price of $0.70 per unit, will be considered to have exercised their subscription rights at the revised
subscription price of $0.50 per unit and will receive the appropriate number of shares of common stock, series A warrants and
series B warrants as if such holder had subscribed at the revised subscription price of $0.50 per unit.
intends to use the proceeds from the rights offering to complete its ongoing pivotal, Phase 3 SIERRA trial for its lead product
candidate Iomab-B, generate topline results and support the filing of a BLA application with the U.S. Food and Drug Administration
(FDA), all of which are anticipated to cost an aggregate of approximately $12 to $15 million. Iomab-B is a first in class therapy
being developed for myeloablation and conditioning of the bone marrow prior to a bone marrow transplant for patients with relapsed
or refractory acute myeloid leukemia (AML) age 55 and older. The SIERRA trial is randomized and controlled 150-patient trial that
is currently active at 15 clinical trial sites in the United States. Actinium's CD33 program is currently comprised of an
ongoing Phase 2 clinical trial for Actimab-A and Phase 1 trial for Actimab-M which are expected to generate top line results in
2018 as well as a planned Phase 2 trial for Actimab-MDS. The Company intends to partner the CD33 program and believes that data
from these trials as well as the Actimab-MDS trial will support this strategy and establish its program as the industry leader.
Consequently, the Company may elect to use any additional proceeds above $15 million to fund proof-of-concept of its planned Phase
2 Actimab-MDS trial from the CD33 Program, if appropriate, as it believes this can further support its partnering strategy for
the CD33 program. Actinium will also use the proceeds to support its AWE Technology Platform, research and development and general
working capital needs.
press release does not constitute an offer to sell or the solicitation of an offer to buy these securities, nor will there be
any sale of these securities in any state or other 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.
registration statement on Form S-3 relating to these securities has been filed by the Company with the SEC. The rights offering
will only be made by means of a prospectus. A preliminary prospectus relating to and describing the proposed terms of the rights
offering has been filed with the SEC as a part of the registration statement and is available on the SEC's web
Actinium Pharmaceuticals, Inc.
Pharmaceuticals Inc. is a clinical-stage biopharmaceutical company focused on developing and commercializing targeted therapies
for potentially superior myeloablation and conditioning of the bone marrow prior to a bone marrow transplant and for the targeting
and killing of cancer cells. Our targeted therapies have demonstrated the potential to result in significantly improved access
to bone marrow transplant with better outcomes, namely increased marrow engraftment and survival. Our targeted therapies are ARC's
or Antibody Radio-Conjugates that combine the targeting ability of monoclonal antibodies with the cell killing ability of radioisotopes.
Three of our four ARC drug candidates are based on our AWE or Actinium Warhead Enabling Technology Platform that utilizes the
isotope Actinium-225 (Ac225) that emits alpha particles. We are currently conducting clinical trials for our four product
candidates; Iomab-B, Actimab-A Actimab-M and Actimab-MDS, as well as performing research on other potential drug candidates utilizing
our proprietary AWE Technology Platform. Our most advanced product candidate, Iomab-B, an ARC developed by the Fred Hutchinson
Cancer Research Center, is comprised of an anti-CD45 monoclonal antibody labeled with iodine-131. We are currently conducting
a pivotal Phase 3 trial of Iomab-B for myeloablation and conditioning of the bone marrow prior to a bone marrow transplant for
patients with relapsed or refractory acute myeloid leukemia (AML) age 55 and older. A bone marrow transplant is a potentially
curative treatment for patients with AML and other blood cancers including leukemias, lymphomas and multiple myeloma as well as
certain blood disorders. Iomab-B has been tested in several of these other cancers with over five hundred patients treated in
several Phase 1 and 2 trials with promising results. Upon successful completion of our Phase 3 clinical trial for Iomab-B we intend
to submit this candidate for marketing approval in the U.S. and European Union where it has been designated as an Orphan Drug.
We are also developing a potentially best in class CD33 program using an ARC comprised of the anti-CD33 monoclonal antibody lintuzumab
labeled with the alpha-particle emitter actinium-225. Our most advanced CD33 program candidate, Actimab-A, is currently in a Phase
2 clinical trial for patients advanced over the age of 60 who are newly diagnosed with AML and ineligible for standard induction
chemotherapy. Actimab-A also has Orphan Drug designation in the US and EU. Actimab-M, our second CD33 targeting ARC, is being
studied in a Phase 1 trial for patients with refractory multiple myeloma. Actinium is also planning a Phase 2 trial for Actimab-MDS,
our third CD33 program candidate, as a conditioning regimen prior to a bone marrow transplant for patients with MDS that have
a p53 genetic mutation. Our AWE or Actinium Warhead Enabling Technology Platform, originally developed in conjunction with Memorial
Sloan Kettering Cancer Center, is focused on leveraging Actinium's know how and intellectual property to create additional
ARC drug candidates by labeling Ac225 to targeting moieties that we will either progress in clinical trials ourselves
information is available at www.actiniumpharma.com and our Twitter feed @ActiniumPharma, www.twitter.com/actiniumpharma.
Statements for Actinium Pharmaceuticals, Inc.
press release may contain projections or other "forward-looking statements" within the meaning of the "safe-harbor"