ROHSTOFF INTERNATIONAL

12:30 | 09.10.2017
22nd Century Group Announces $54 Million Common Stock Only Registered Direct Offering

22nd Century Group, Inc. (NYSE American: XXII),
a plant biotechnology company that is focused on tobacco harm reduction,
announced today that it has entered into an agreement with institutional
investors to receive approximately $54 million in gross proceeds in a
registered direct offering through the sale of 20.57 million shares of
common stock at a price of $2.625 per share. This no-warrant financing
will be the largest capital raise – at the highest price per share – in
the history of 22nd Century and will raise the Company’s cash balance to
well over $60 million – enough to meet all regular operating expenses
for more than five years.

The offering is expected to close on or about October 10, 2017, subject
to customary closing conditions. The net proceeds of the financing will
be used for general corporate purposes, including working capital, as
the Company begins licensing and strategic partnership discussions with
major tobacco companies.

“We are very pleased to announce that, as a result of this no-warrant
financing, 22nd Century will have more than 5 years of operating cash on
hand,” explained Henry Sicignano, III, President and CEO of 22nd Century
Group. “More than $50 million in net proceeds will significantly improve
our balance sheet and, therefore, our negotiating position in
discussions with potential licensing and strategic partners.”

Chardan acted as the sole placement agent for this transaction.

The securities described above are being offered by the Company through
a prospectus supplement pursuant to the Company’s shelf registration
statement on Form S-3 as previously filed and declared effective by the
Securities and Exchange Commission and the base prospectus contained
therein (Registration No. 333-215391). A prospectus supplement related
to the offering will be filed with the Securities and Exchange
Commission. This news release shall not constitute an offer to sell or
the solicitation of an offer to buy, nor shall there be any sale of
these securities 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 any such state or
jurisdiction. The securities are being offered only by means of a
prospectus, including a prospectus supplement, forming a part of the
effective registration statement. Copies of the final prospectus
supplement and accompanying base prospectus may be obtained, when
available, by contacting Chardan, 150 East 58th Street, 28th Floor, New
York, NY 10155, at (646) 465-9028, or the Securities and Exchange
Commission’s website at http://www.sec.gov.
About 22nd Century Group, Inc.
22nd Century is a plant biotechnology company focused on genetic
engineering and plant breeding which allows the increase or decrease of
the level of nicotine in tobacco plants and the level of cannabinoids in
cannabis plants. The Company’s primary mission in tobacco is to reduce
the harm caused by smoking. The Company’s primary mission in cannabis is
to develop proprietary hemp/cannabis strains for important new medicines
and agricultural crops. Visit www.xxiicentury.com
and www.botanicalgenetics.com
for more information.
Cautionary Note Regarding Forward-Looking Statements:This
press release contains forward-looking information, including all
statements that are not statements of historical fact regarding the
intent, belief or current expectations of 22nd Century Group, Inc., its
directors or its officers with respect to the contents of this press
release, including but not limited to our future revenue expectations.
The words “may,” “would,” “will,” “expect,” “estimate,” “anticipate,”
“believe,” “intend” and similar expressions and variations thereof are
intended to identify forward-looking statements. We cannot guarantee
future results, levels of activity or performance. You should not place
undue reliance on these forward-looking statements, which speak only as
of the date that they were made. These cautionary statements should be
considered with any written or oral forward-looking statements that we
may issue in the future. Except as required by applicable law, including
the securities laws of the United States, we do not intend to update any
of the forward-looking statements to conform these statements to reflect
actual results, later events or circumstances, or to reflect the
occurrence of unanticipated events. You should carefully review and
consider the various disclosures made by us in our annual report on Form
10-K for the fiscal year ended December 31, 2016, filed on March 8,
2017, including the section entitled “Risk Factors,” and our other
reports filed with the U.S. Securities and Exchange Commission which
attempt to advise interested parties of the risks and factors that may
affect our business, financial condition, results of operation and cash
flows. If one or more of these risks or uncertainties materialize, or if
the underlying assumptions prove incorrect, our actual results may vary
materially from those expected or projected.
View source version on businesswire.com: http://www.businesswire.com/news/home/20171009005333/en/


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