Vaccinogen Announces S-1 Registration Statement Declared Effective by SEC

Vaccinogen, Inc.
OTC.QB: VGEN
Nov 1, 2013

We are very pleased that the SEC has declared our S-1 Registration Statement effective.

FREDERICK, MD (November 1, 2013) – Vaccinogen, Inc., (OTC.QB: VGEN) a cancer vaccine company, today announced that its Registration Statement on Form S-1 has been declared effective by the U.S. Securities and Exchange Commission (“SEC”) on October 31, 2013.

“We are very pleased that the SEC has declared our S-1 Registration Statement effective,” said Andrew L. Tussing, President of Vaccinogen.  “Over the past few weeks, we have reached several key milestones relating to our disclosure and reporting requirements, as well as financing priorities. The achievement of these important objectives will allow us to further focus our energies on building the company and executing our strategic plans, particularly the launch of our Phase IIIb clinical trial of OncoVAX® an autologous cancer immunotherapy in Stage II colon cancer.”

Vaccinogen recently received SEC clearance of its Form 10 Registration Statement and upgraded its marketplace tier on the OTC Link to OTC.QB status, effective October 16, 2013.

The Registration Statement on Form S-1 relates to the resale of up to 6,000,000 shares of Vaccinogen’s common stock by Kodiak Capital Group, LLC (“Kodiak”), under an Investment Agreement, as amended (the “Investment Agreement”) between Vaccinogen and Kodiak. The Investment Agreement permits Vaccinogen to sell shares of its common stock to Kodiak, enabling Vaccinogen to put up to $26 million of common stock to Kodiak, subject to certain conditions and limitations. 

The offering of these securities may only be made by means of a prospectus.  A registration statement relating to these securities has been declared effective by the Securities and Exchange Commission (the "SEC"). The registration statement may be accessed through the SEC's website at www.sec.gov.  A copy of the prospectus related to the offering may be obtained from Vaccinogen, Inc., 5300 Westview Drive, Suite 406, Frederick, MD 21703, or by calling (301) 668-8400.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy the Company's common stock or any other securities, and there shall not be any offer, solicitation or sale of securities mentioned in this press release 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 such any state or jurisdiction.

About Vaccinogen, Inc.

Vaccinogen, Inc. is a cancer vaccine company that is clinically testing its OncoVAX® treatment which is designed to prevent the recurrence of colon cancer and potentially other solid tumors.  It is a patented process that circumvents the extreme diversity of tumor cells by leveraging a patient’s own live tumor cells to launch a broad immune response against colon cancer.  The Company believes that OncoVAX, at an optimum dose and regimen, is the first colon cancer vaccine to demonstrate effectiveness in both preventing cancer recurrence after surgical resection of the primary tumor and addressing the diversity of cancer cells.  OncoVAX has completed five clinical studies, including a Phase III trial with the optimum dose and regimen.  The Company expects to begin a pivotal Phase IIIb trial under an FDA Special Protocol Assessment (SPA) classification in the fourth quarter of 2013.  More information is available at www.vaccinogeninc.com

Forward Looking Statement

Some of the statements contained in this document are forward-looking statements within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934  and are subject to the safe harbor created by the Private Securities Litigation Reform Act of 1995. Vaccinogen has based these forward-looking statements largely on its expectations and projections about future events and financial trends affecting the financial condition and/or operating results of our business. Forward-looking statements involve risks and uncertainties; particularly those risks and uncertainties inherent in the process of discovering, developing and commercializing drugs that are safe and effective for use as human therapeutics. There are important factors that could cause actual results to be substantially different from the results expressed or implied by these forward-looking statements.  Vaccinogen does not undertake any obligation to update this forward-looking information.

 

For further information:
David Carey/Tanner Kaufman
Lazar Partners Ltd.
212 867 1762
dcarey@lazarpartners.com
tkaufman@lazarpartners.com


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