On October 1, 2018 RXi Pharmaceuticals Corporation (NASDAQ: RXII), a biotechnology company developing the next generation of immuno-oncology therapeutics based on its proprietary self-delivering RNAi (sd-rxRNA) therapeutic platform, reported the pricing of an underwritten public offering of 21,428,572 units at a price to the public of $0.70 per unit (Press release, RXi Pharmaceuticals, OCT 1, 2018, View Source [SID1234529890]). Each unit contains one share of common stock (or common stock equivalent) and one warrant to purchase one share of common stock. This offering is expected to close on or about October 3, 2018, subject to customary closing conditions.

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H.C. Wainwright & Co. is acting as the sole book-running manager for the offering.

Each warrant has an exercise price of $0.70 per share, is exercisable immediately and will expire seven years from the date of issuance. The shares of common stock (or common stock equivalents) and the accompanying warrants included in the units can only be purchased together in this offering but will be issued separately and will be immediately separable upon issuance.

RXi expects to receive aggregate gross proceeds of approximately $15 million from the offering, prior to deducting underwriting discounts and commissions and estimated offering expenses. RXi intends to use the net proceeds of this offering towards the development of the Company’s immuno-oncology program, for other research and development activities and for general working capital.

A registration statement on Form S-1 relating to the public offering of the securities described above was filed with the Securities and Exchange Commission ("SEC") and was declared effective on September 28, 2018, and an additional registration statement on Form S-1 filed pursuant to Rule 462(b), which became automatically effective on October 1, 2018. The offering is being made only by means of a prospectus forming part of the effective registration statement. A preliminary prospectus relating to and describing the terms of the offering has been filed with the SEC and a final prospectus relating to the offering will be filed with the SEC, and will be available on the SEC’s website at www.sec.gov. Copies of the final prospectus, when available, may also be obtained from H.C. Wainwright & Co., LLC, 430 Park Avenue, 3rd Floor, New York, NY 10022, by calling (646) 975-6996 or by emailing [email protected].

This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, 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.