On October 27, 2022 Kiromic BioPharma, Inc. (NASDAQ: KRBP) ("Kiromic" or the "Company"), a clinical-stage fully-integrated biotherapeutics company using its proprietary DIAMOND artificial intelligence and data mining platform to develop cell and gene therapies with a focus on immuno-oncology, reported it entered into a Standby Equity Purchase Agreement (the "SEPA") with YA II PN, LTD, a partnership managed by Yorkville Advisors Global LP, a global investment manager, to sell up to $8 million of the Company’s stock at any time during the 24 months following the date of the SEPA, subject to the effectiveness of a registration statement with the Securities and Exchange Commission and other conditions (Press release, Kiromic, OCT 27, 2022, View Source [SID1234622509]).
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The SEPA gives Kiromic the right, but not the obligation, to sell up to $5 million of shares of common stock, which may be increased by an additional $3 million of shares of common stock, at the Company’s request, subject to terms and limitations set forth in the agreement. The number of shares issuable under the SEPA is limited to a number equivalent to 19.99 % of the outstanding common stock of the Company as of the date of the SEPA agreement unless certain pricing conditions are met, which could have the effect of limiting the total proceeds under the SEPA.
Kiromic separately also secured $2 million in gross proceeds from a new investor through the issuance of a secured convertible promissory note. The convertible note converts into the Company’s common stock at a conversion price equal to $0.35 per share.
Following the close of the two financings, Kiromic also announced the completed settlement of its prior litigation with Sabby Capital Management, another institutional shareholder and certain affiliates.
"This equity facility is an important piece of our financing strategy that not only provides flexibility and additional runway towards achieving our clinical milestones, but also enables us to settle a key prior legal issue," stated Pietro Bersani, Chief Executive Officer of Kiromic. "We believe Yorkville Advisors will be a strong financial partner for us. With the combination of both financings, we have the facilities in place whereby we have the potential to raise up to $10 million of financing, subject to certain conditions, of which $2 million has already been secured, and we look forward to ongoing discussions with additional potential investors," continued Mr. Bersani.
For further information on the SEPA or convertible note, including important terms and conditions, please see Company’s filings with the Securities and Exchange Commission, including the Company’s Current Reports on Form 8-K filed with the Securities and Exchange Commission.