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Synergy Pharmaceuticals Inc. Announces Pricing of Public Offering of 1,875,000 Units, Listing on NASDAQ and Effectiveness of Reverse Stock Split

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The common stock and warrants will not be separately transferable until the earlier of (i) the exercise in full of the underwriters' overallotment option or (ii) 45 days from the date of the prospectus supplement. Each warrant will have an exercise price of $5.50 per share, will be exercisable upon separation of the units and will expire five years from the date of issuance. When separately transferable, the warrants will trade on The Nasdaq Capital Market under the symbol “SGYPW”. The gross proceeds to Synergy from this offering are expected to be $15.0 million, before deducting underwriting discounts and commissions and other estimated offering expenses. The offering is expected to close on December 6, 2011, subject to customary closing conditions. Synergy has also granted the underwriters a 45-day option to purchase up to an additional 281,250 units to cover over-allotments, if any. All of the units in the offering are to be sold by Synergy.

Synergy intends to use the net proceeds from this offering to fund its research and development activities, including its ongoing Phase II/III clinical trial of plecanatide and its Phase I clinical trial of SP-333, and for working capital and other general corporate purposes.

Synergy also announced that, its common stock will be trading on The NASDAQ Capital Market under the symbol “SGYPD.” In connection with its listing on The NASDAQ Capital Market, Synergy’s common stock will cease trading on the OTC QB. Furthermore, in connection with this offering, Synergy has effected a 1-for-2 reverse stock split.

Aegis Capital Corp. is acting as the sole book-running manager and EarlyBirdCapital, Inc. is acting as co-manager for the offering. A shelf registration statement and accompanying base prospectus on Form S-3 relating to the shares was filed with the Securities and Exchange Commission and is effective.