On November 24, 2021 Regulus Therapeutics Inc. (Nasdaq: RGLS), a biopharmaceutical company focused on the discovery and development of innovative medicines targeting microRNAs (the "Company" or "Regulus"), reported that it has entered into a definitive securities purchase agreement in connection with a private placement to certain institutional investors and other accredited investors (Press release, Regulus, NOV 24, 2021, View Source [SID1234596024]). The financing was led by the Federated Hermes Kaufmann Funds and New Enterprise Associates (NEA), with participation from other new and existing investors. Upon the closing of the financing, which is anticipated to occur on or about November 30, 2021, the Company expects to receive gross proceeds of approximately $34.6 million. The closing of the financing is subject to customary closing conditions.
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SVB Leerink is acting as the lead placement agent for the financing. H.C. Wainwright & Co. is acting as a co-placement agent for the financing.
Under the securities purchase agreement, the investors have agreed to purchase approximately 58.9 million shares of the Company’s common stock ("Common Stock") at a purchase price of $0.36 per share. Certain investors have also agreed to purchase, in lieu of shares of Common Stock, an aggregate of approximately 3,725,720 shares of newly designated, non-voting Class A-4 convertible preferred stock at a purchase price of $3.60 per share. Each share of non-voting Class A–4 convertible preferred stock will be convertible into 10 shares of Common Stock, subject to certain beneficial ownership conversion limitations.
The offer and sale of the foregoing securities are being made in a transaction not involving a public offering and have not been registered under the Securities Act of 1933, as amended (the "Securities Act"), or applicable state securities laws. Accordingly, the securities may not be reoffered or resold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act and such applicable state securities laws.
This press release does not constitute an offer to sell or the solicitation of an offer to buy the securities, nor shall there be any sale of the securities in any state in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of such state.