Exhibit 99.1
Opexa Therapeutics Sets Date for Special Meeting of
Shareholders
THE WOODLANDS, Texas (August 9, 2017) – Opexa Therapeutics, Inc. (NASDAQ: OPXA)
announced today it has set a date for a special meeting of its
shareholders to vote on matters related to the proposed merger with
Acer Therapeutics Inc.
The
special meeting will be held at 9:00 a.m., local time, on September
19, 2017 at 12255 El Camino Real, Suite 300, San Diego, California
92130. Opexa’s shareholders of record as of the close of
business on August 9, 2017 are entitled to receive notice of, and
to vote at, the special meeting.
The
merger has been unanimously approved by the boards of directors of
both companies, and a majority of Acer stockholders have agreed to
vote in favor of the transaction. The proposed merger is expected
to close in the third quarter of 2017 (subject to the approval of
the shareholders of Opexa, the stockholders of Acer and other
customary conditions).
Safe Harbor Statements
Additional Information about the Proposed Merger between Opexa
Therapeutics, Inc. and Acer Therapeutics Inc. and Where to Find
It
In
connection with the proposed merger, Opexa has filed a registration
statement on Form S-4 with the Securities and Exchange Commission
(the “SEC”), including a proxy statement / prospectus /
information statement, but the registration statement has not yet
become effective. Investors and securityholders of Opexa and Acer
are urged to read these materials because they contain important
information about Opexa, Acer and the proposed merger. The proxy
statement / prospectus / information statement and other relevant
materials, and any other documents filed by Opexa with the SEC, may
be obtained free of charge at the SEC web site at www.sec.gov. In addition, investors and
securityholders may obtain free copies of the documents filed with
the SEC by Opexa by directing a written request to: Opexa
Therapeutics, Inc., 2635 Technology Forest Blvd., The Woodlands, TX
77381, Attention: Investor Relations. Investors and securityholders
are urged to read the proxy statement / prospectus / information
statement and the other relevant materials before making any voting
or investment decision with respect to the proposed
merger.
This communication shall not constitute an offer to sell or the
solicitation of an offer to sell or the solicitation of an offer to
buy any securities, nor shall there be any sale of securities in
any jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such jurisdiction. No offering of securities
in connection with the proposed merger shall be made except by
means of a prospectus meeting the requirements of Section 10 of the
Securities Act of 1933, as amended.
Participants in the Solicitation
Opexa
and its directors and sole executive officer and Acer and its
directors and executive officers may be deemed to be participants
in the solicitation of proxies from the shareholders of Opexa in
connection with the proposed transaction. Information regarding the
special interests of these directors and executive officers in the
proposed merger is included in the proxy statement / prospectus /
information statement referred to above. Additional information
regarding the directors and the sole executive officer of Opexa is
also included in Opexa’s Annual Report on Form 10-K for the
year ended December 31, 2016 and the proxy statement for
Opexa’s 2016 Annual Meeting of Shareholders. These documents
are available free of charge at the SEC’s web site
(www.sec.gov) and from Investor Relations at Opexa at the address
described above.
Forward-Looking Statements
Statements
contained in this press release regarding matters that are not
historical facts are “forward-looking statements”
within the meaning of the Private Securities Litigation Reform Act
of 1995. Such statements include, but are not limited to,
statements regarding the conduct of our special meeting of
shareholders; statements regarding the structure, timing and
completion of Opexa’s proposed merger with Acer; and the
expectations regarding voting by Opexa’s shareholders and
Acer’s stockholders. Opexa and/or Acer may not actually
achieve the proposed merger, or otherwise carry out the intentions
or meet the expectations disclosed in these forward-looking
statements, and you should not place undue reliance on these
forward-looking statements. Because such statements are subject to
risks and uncertainties, actual results may differ materially from
those expressed or implied by such forward-looking statements.
These forward-looking statements are based upon Opexa’s
current expectations and involve assumptions that may never
materialize or may prove to be incorrect. Actual results and the
timing of events could differ materially from those anticipated in
such forward-looking statements as a result of various risks and
uncertainties, which include, without limitation, risks and
uncertainties associated with securityholder approval of and the
ability to consummate the proposed merger through the process being
conducted by Opexa and Acer, the ability to project future cash
utilization and reserves needed for contingent future liabilities
and business operations, and the availability of sufficient
resources of the combined company to meet its business objectives
and operational requirements. Risks and uncertainties facing Opexa
are described more fully in Opexa’s periodic reports and the
Form S-4 registration statement filed with the SEC. All
forward-looking statements contained in this press release speak
only as of the date on which they were made. Opexa undertakes no
obligation to update such statements to reflect events that occur
or circumstances that exist after the date on which they were
made.
Neil K. Warma
Tel: (281) 881-6527
nwarma@opexatherapeutics.com