On November 28, 2022 Vaccinex, Inc. (Nasdaq: VCNX), a clinical-stage biotechnology company pioneering a differentiated approach to treating cancer and neurodegenerative disease through the inhibition of SEMA4D, reported that on November 23, 2022, the company closed the private placement of an aggregate of 7,142,496 shares of its common stock at a purchase price of $0.5293 per share for aggregate gross proceeds of approximately $3.8 million (Press release, Vaccinex, NOV 28, 2022, View Source [SID1234624508]). The private placement was conducted pursuant to the terms of a stock purchase agreement originally entered into on November 18, 2022. No warrants, derivatives, or financial covenants are associated with the stock purchase agreement.
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Participants in the private placement included entities controlled by Dr. Maurice Zauderer, President and CEO of Vaccinex, and Albert D. Friedberg, Chairman of Vaccinex’s board of directors, as well as an entity controlled by Jacob Frieberg, a member of Vaccinex’s board of directors, and Gerald E. Van Strydonck, another member of Vaccinex’s board of directors. These investors collectively purchased $2.9 million worth of shares, and investors unaffiliated with Vaccinex purchased the remaining shares.
Vaccinex intends to use the net proceeds from the private placement to fund the ongoing development and clinical trials of its lead drug candidate, pepinemab, in cancer and neurodegenerative disease and for working capital and general corporate purposes.
In connection with the private placement, on November 22, 2022, Vaccinex entered into a registration rights agreement with certain of the private placement investors. Pursuant to the terms of the registration rights agreement, Vaccinex agreed to, among other things, use its reasonable best efforts to file with the Securities and Exchange Commission a registration statement covering the resale of the shares.
More detailed descriptions of the stock purchase agreement and registration rights agreement are included in a Form 8-K filed with the SEC on November 25, 2022.
This press release does not constitute an offer to sell or a solicitation of an offer to buy the securities in this offering, nor will there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale are unlawful. Any offering of the securities under the resale registration statement will only be by means of a prospectus.