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Published on 7/20/2012 in the Prospect News PIPE Daily.

Somaxon negotiates $3 million registered direct offering of its stock

Proceeds from brokered deal to be used for general corporate purposes

By Devika Patel

Knoxville, Tenn., July 20 - Somaxon Pharmaceuticals, Inc. said it plans a $3 million registered direct offering of stock. Roth Capital Partners is the agent.

The company will sell about 9.4 million common shares at $0.32 apiece. The per-share purchase price is a 23.81% discount to $0.42, the closing price of the stock on July 19.

Investors also will receive warrants for about 4.7 million common shares. The five-year warrants are exercisable at $0.46, a 9.52% premium to the July 19 closing price.

Settlement is expected July 24.

Proceeds will be used for general corporate purposes, including the company's ongoing commercial activities relating to Silenor, for capital expenditures and working capital and for intellectual property protection and enforcement matters. The company may also use a portion of the proceeds to acquire or invest in complementary businesses, technologies, product candidates or other intellectual property.

Based in San Diego, Somaxon is a specialty pharmaceutical company focused on psychiatry and neurology.

Issuer:Somaxon Pharmaceuticals, Inc.
Issue:Common stock
Amount:$3 million
Shares:9.4 million (approximate)
Price:$0.32
Warrants:For about 4.7 million shares
Warrant expiration:Five years
Warrant strike price:$0.46
Agent:Roth Capital Partners
Pricing date:July 20
Settlement date:July 24
Stock symbol:Nasdaq: SOMX
Stock price:$0.42 at close July 19
Market capitalization:$16.82 million

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