PharmAthene, Inc. Announces $19.3 Million Private Placement of Convertible Notes and Common Stoc...( ANNAPOLIS Md. July 27 /- ...),Health

ANNAPOLIS, Md., July 27 /PRNewswire-FirstCall/ -- PharmAthene, Inc. (NYSE Amex: PIP), a biodefense company developing medical countermeasures against biological and chemical threats, today announced that it has signed definitive agreements for the issuance of 2-year, 10% unsecured senior convertible notes ("Notes") and common stock purchase warrants ("Warrants") in a private placement of approximately $19.3 million.

In connection with the Private Placement, the Company will receive gross cash proceeds of approximately $10.5 million from new investors, including an aggregate of approximately $8.5 million from unaffiliated investors, and will exchange approximately $8.8 million in outstanding principal and unpaid accrued interest under the Company's 8% senior unsecured convertible notes originally issued in August 3, 2007 and due August 3, 2009 (the "Old Notes"). The Company expects to close the transaction as expeditiously as possible, subject to satisfaction of customary closing conditions, including certain regulatory clearance.

Cash proceeds from the sale of the Notes and Warrants will be used (i) to repay approximately $5.7 million in principal and unpaid accrued interest due to holders of the Old Notes that have not elected to participate in this financing transaction, (ii) to repay all remaining amounts (approximately $2.7 million), including certain prepayment fees, due and owing under the Company's outstanding secured credit facility, and (iii) for other working capital purposes.

Interest on the Notes will accrue at a rate of ten percent (10%) per year. The Notes are convertible by the holders thereof at any time after the closing into shares of PharmAthene's common stock at a conversion price of $2.541667/share, which represents the closing price of the common stock on the N
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