BioPharmX Corporation Announces Pricing of Public Offering

November 21, 2017

MENLO PARK, Calif. -- BioPharmX Corporation (NYSE AMERICAN: BPMX), a specialty pharmaceutical company developing products for the dermatology market, announced the pricing of an underwritten public offering of 73,500,000 shares of its common stock (or pre-funded warrants to purchase common stock in lieu thereof that are being offered to purchasers that would beneficially own more than 4.99% (or at the election of the purchaser, 9.99%) of our outstanding common stock immediately following the consummation of the offering), together with accompanying Series A common warrants to purchase an aggregate of 73,500,000 shares of common stock and Series B common warrants to purchase an aggregate of 73,500,000 shares of common stock. Each share of common stock and, as applicable, pre-funded warrant is being sold together with a Series A common warrant to purchase one share of common stock and a Series B common warrant to purchase one share of common stock at a combined effective price to the public of $0.15. For each pre-funded warrant BioPharmX sells, the number of shares of common stock BioPharmX is offering will be decreased on a one-for-one basis.

The Series A common warrants will be exercisable immediately at an exercise price of $0.20 per share and will expire five years from the date of issuance. The Series B common warrants will be exercisable immediately at an exercise price of $0.25 per share, and will expire upon the earlier of (1) the twenty-first trading day after the date on which BioPharmX issues a press release announcing the company has entered into a strategic licensing, collaboration, partnership or similar agreement for the commitment to fund the company's phase 3 trials for BPX-01, and (2) the eighteen month anniversary of issuance. The pre-funded warrants, if any, will have a nominal exercise price of $0.001 per share, will be immediately exercisable and may be exercised at any time until the pre-funded warrants are exercised in full. The shares of common stock and pre-funded warrants, and accompanying common warrants, will be issued separately and will be immediately separable upon issuance.

The gross proceeds to BioPharmX from this offering, prior to deducting underwriting discounts and commissions and estimated offering expenses, and excluding the proceeds, if any, from the exercise of the warrants, are expected to be approximately $11 million. BioPharmX intends to use the net proceeds from the offering to fund further clinical development of its product candidate BPX-04, as well as for ongoing expenses of the company's operations and for working capital and general corporate purposes. The offering is expected to close on November 24, 2017, subject to customary closing conditions.

Oppenheimer & Co. Inc. is acting as the sole book-running manager for the offering, and Roth Capital Partners, LLC and Maxim Group LLC are acting as co-managers.

A registration statement relating to these securities was declared effective by the Securities and Exchange Commission (SEC) on November 20, 2017. The offering is being made only by means of a prospectus forming part of the effective registration statement. Copies of the final prospectus related to the offering, when available, may be obtained for free from the SEC's website at http://www.sec.gov, or alternatively from the offices of Oppenheimer & Co. Inc., 85 Broad Street, New York, New York, 10004, by telephone at (212) 667-8563, or by email at EquityProspectus@opco.com.

About BioPharmX® Corporation
BioPharmX Corporation (NYSE AMERICAN: BPMX) is a Silicon Valley-based specialty pharmaceutical company that seeks to provide products through proprietary platform technologies for prescription, over-the-counter (OTC), and supplement applications in the health and wellness markets, including dermatology and women's health.