PRESS RELEASE
Published on June 9, 2003
EXHIBIT 99.1
Press Release
Contact: WaLisa M. Davenport
eXegenics Inc.
(214) 358-2000
E. Blair Clark (Investors)
Burns McClellan
(212) 213-0006
EXEGENICS ADOPTS STOCKHOLDER RIGHTS PLAN
DALLAS, JUNE 9, 2003 - EXEGENICS INC. (NASDAQ: EXEG) announced today that it has
adopted a stockholder rights plan designed to protect the interests of
eXegenics' stockholders by, among other things, encouraging potential acquirers
of eXegenics to negotiate with the Board of Directors so as to enhance the
Board's ability to achieve the best possible value for all eXegenics
stockholders.
Under the plan, which was adopted effective immediately, each holder of
eXegenics common stock as of the close of business on June 9, 2003 will receive,
as a non-taxable dividend, one right for each share of common stock held. Each
right entitles the holder to purchase from eXegenics one one-thousandth of a
share of Series B Junior Participating Preferred Stock at an exercise price of
$4.50, subject to adjustment. If a person or group acquires beneficial ownership
of 15 percent or more of eXegenics' common stock, each right will entitle its
holder (other than the acquiring person or members of the acquiring group) to
purchase, at the right's then current exercise price (initially $4.50), a number
of eXegenics' shares of common stock having a market value of twice such price
(initially $9.00).
In addition, if eXegenics is acquired in a merger or other business combination
transaction after a person has acquired beneficial ownership of 15 percent or
more of its common stock, each right will entitle its holder to purchase, at the
rights' then current exercise price (initially $4.50), a number of the acquiring
company's shares of common stock having a market value of twice such price
(initially $9.00). Following the acquisition by a person or group of beneficial
ownership of 15 percent of eXegenics' common stock and prior to an acquisition
of beneficial ownership of 50 percent or more of its common stock the Board of
Directors may exchange the rights (other than rights owned by such acquiring
person or group, which will have become null and void and nontransferable), in
whole or in part, at an exchange ratio of one share of common stock (or
one-thousandth of a share of Series B Junior Participating Preferred Stock) per
right.
eXegenics may redeem the rights at a price of $.001 per right at any time prior
to the time a person has become the beneficial owner of 15% or more of
eXegenics' outstanding common stock. The rights will expire on June 9, 2013,
unless earlier exchanged or redeemed.
Further information regarding the rights is contained in a letter that will be
mailed to all holders of eXegenics' common stock.
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Safe Harbor
This release may contain forward-looking statements. The words "believe,"
"expect," "intend", "anticipate," variations of such words, and similar
expressions identify forward-looking statements, but their absence does not mean
that the statement is not forward-looking. These statements are subject to
certain risks, uncertainties
and assumptions that are difficult to predict. Readers are cautioned not to
place undue reliance on these forward-looking statements, which speak only as of
the date of this release. eXegenics undertakes no obligation to update any
forward-looking statement to reflect new information, events or circumstances
after the date of this release or to reflect the occurrence of unanticipated
events.