EpiCept Announces Pricing of Public Offering


EpiCept Announces Pricing of Public Offering

Regulatory News:

    EpiCept Corporation (Nasdaq and OMX Nordic Exchange: EPCT)
announced today the pricing of a public offering of 2 million shares
of its common stock at $.25 per share and five-year warrants to
purchase up to 2 million shares of common stock at an exercise price
of $.39 per share. EpiCept will receive approximately $0.5 million in
net proceeds from the offering. Rodman & Renshaw, LLC, a subsidiary of
Rodman & Renshaw Capital Group, Inc. (Nasdaq: RODM) acted as the
exclusive placement agent for the offering. EpiCept intends to use the
net proceeds it receives to meet working capital needs and general
corporate purposes.

    The proposed public offering is being made pursuant to an
effective registration statement, and may be made only by means of a
prospectus and prospectus supplement. A copy of the prospectus
supplement relating to the common stock and warrants can be obtained
from Rodman & Renshaw LLC, 1270 Avenue of the Americas, New York, NY
10020, or by calling 212-356-0549.

    An electronic copy of the prospectus supplement will also be
available on the website of the Securities and Exchange Commission
(the "SEC") at http://www.sec.gov.

    This press release is neither an offer to sell, nor a solicitation
of an offer to buy, nor shall there be any sale of, these securities
in any state in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the securities
laws of any such state.

    About EpiCept Corporation

    EpiCept is focused on unmet needs in the treatment of pain and
cancer. The Company's broad portfolio of pharmaceutical product
candidates includes several pain therapies in clinical development and
a lead oncology compound for AML with demonstrated efficacy in a Phase
III trial. In addition, EpiCept's ASAP technology, a proprietary live
cell high-throughput caspase-3 screening technology, can efficiently
identify new cancer drug candidates and molecular targets that
selectively induce apoptosis in cancer cells. Two oncology drug
candidates currently in clinical development that were discovered
using this technology have also been shown to act as vascular
disruption agents in a variety of solid tumors.

    Forward-Looking Statements

    This news release and any oral statements made with respect to the
information contained in this news release, contains forward-looking
statements within the meaning of the Private Securities Litigation
Reform Act of 1995. Such forward-looking statements include statements
which express plans, anticipation, intent, contingency, goals,
targets, future development and are otherwise not statements of
historical fact. These statements are based on EpiCept's current
expectations and are subject to risks and uncertainties that could
cause actual results or developments to be materially different from
historical results or from any future results expressed or implied by
such forward-looking statements. Factors that may cause actual results
or developments to differ materially include: the risk that the
proposed public offering will not be consummated, the risks associated
with the adequacy of our existing cash resources and our need to raise
additional financing to continue to meet our capital needs and our
ability to continue as a going concern, the risks associated with our
ability to continue to meet our obligations under our existing debt
agreements or that we may default on our loans or that our lenders may
declare the Company in default or that our secured lender would seek
to sell our assets, the risk that the Company's securities may be
delisted by The Nasdaq Capital Market or the OMX Nordic Exchange and
that any appeal of the delisting determination may not be successful,
the risk that our appeal of the negative opinion regarding the MAA for
Ceplene(R) will not be successful and that Ceplene(R) will not receive
regulatory approval or marketing authorization in the EU, the risk
that Ceplene(R), if approved, will not achieve significant commercial
success, the risk that Myriad's development of Azixa(TM) will not be
successful, the risk that Azixa(TM) will not receive regulatory
approval or achieve significant commercial success, the risk that we
will not receive any significant payments under our agreement with
Myriad, the risk that the development of our other apoptosis product
candidates will not be successful, the risk that our ASAP technology
will not yield any successful product candidates, the risk that
clinical trials for NP-1 or EPC2407 will not be successful, the risk
that NP-1 or EPC2407 will not receive regulatory approval or achieve
significant commercial success, the risk that our other product
candidates that appeared promising in early research and clinical
trials do not demonstrate safety and/or efficacy in larger-scale or
later stage clinical trials, the risk that we will not obtain approval
to market any of our product candidates, the risks associated with
dependence upon key personnel, the risks associated with reliance on
collaborative partners and others for further clinical trials,
development, manufacturing and commercialization of our product
candidates; the cost, delays and uncertainties associated with our
scientific research, product development, clinical trials and
regulatory approval process; our history of operating losses since our
inception; the highly competitive nature of our business; risks
associated with litigation; risks associated with prior material
weaknesses in our internal controls; and risks associated with our
ability to protect our intellectual property. These factors and other
material risks are more fully discussed in EpiCept's periodic reports,
including its reports on Forms 8-K, 10-Q and 10-K and other filings
with the U.S. Securities and Exchange Commission. You are urged to
carefully review and consider the disclosures found in EpiCept's
filings, which are available at www.sec.gov or at www.epicept.com. You
are cautioned not to place undue reliance on any forward-looking
statements, any of which could turn out to be wrong due to inaccurate
assumptions, unknown risks or uncertainties or other risk factors.

    EPCT-GEN

    *Azixa is a registered trademark of Myriad Genetics, Inc.

EpiCept Corporation:
             Robert W. Cook, 914-606-3500
             rcook@epicept.com
             or
             Media:
             Feinstein Kean Healthcare
             Greg Kelley, 617-577-8110
             gregory.kelley@fkhealth.com
             or
             Investors:
             Lippert/Heilshorn & Associates
             Kim Sutton Golodetz, 212-838-3777
             kgolodetz@lhai.com
             or
             Bruce Voss, 310-691-7100
             bvoss@lhai.com

Attachments

07162014.pdf