On March 27, 2023 Delcath Systems, Inc. (Nasdaq: DCTH) (the "Company" or "Delcath"), an interventional oncology company focused on the treatment of primary and metastatic cancers of the liver, reported that the Company has signed securities purchase agreements with certain healthcare-focused institutional investors that will provide up to $85 million in gross proceeds to Delcath through a private placement that includes initial upfront funding of $25 million (Press release, Delcath Systems, MAR 27, 2023, View Source [SID1234629359]).
Schedule your 30 min Free 1stOncology Demo!
Discover why more than 1,500 members use 1stOncology™ to excel in:
Early/Late Stage Pipeline Development - Target Scouting - Clinical Biomarkers - Indication Selection & Expansion - BD&L Contacts - Conference Reports - Combinatorial Drug Settings - Companion Diagnostics - Drug Repositioning - First-in-class Analysis - Competitive Analysis - Deals & Licensing
Schedule Your 30 min Free Demo!
The financing is being led by Vivo Capital with participation from Logos Capital, BVF Partners LP, Stonepine Capital Management, LLC, Serrado Capital LLC and supported by existing investor, Rosalind Advisors.
This financing is expected to enable the Company to have sufficient cash past its anticipated PDUFA date of August 14, 2023, and fund the commercialization of HEPZATO, if approved.
About the Private Placement
Pursuant to the securities purchase agreements, the Company will issue to purchasers (i) an aggregate $24.9 million in shares of the Company’s Series F Convertible Preferred Stock and (ii) two tranches of warrants that are exercisable for shares of the Company’s Series F Convertible Preferred Stock as follows:
•
Tranche A warrants for an aggregate exercise price of approximately $34.9 million are exercisable until the earlier of 3/31/2026 or 21 days following the Company’s announcement of receipt of FDA approval for HEPZATO; and
•
Tranche B warrants for an aggregate exercise price of approximately $24.9 million are exercisable until the earlier of 3/31/2026 or 21 days following disclosure of the Company’s public announcement of recording at least $10 million in quarterly U.S. revenue from the commercialization of HEPZATO.
Shares of Series F Convertible Preferred Stock will be issued at a price of $1,000.00 per share. Conversion of the Series F Convertible Preferred Stock into shares of common stock of the Company, and the exercisability of the warrants, is subject to approval by the Company’s stockholders. Pursuant to a separate securities purchase agreement, the Company will issue to a certain purchaser (i) an aggregate of $0.1 million in shares of the Company’s common stock and (ii) the Tranche A and Tranche B warrants to purchase shares of common stock. All of the securities in this private placement are being offered by Delcath.
Canaccord Genuity acted as the placement agent for the private placement.
The securities to be issued in connection with the private placement described above are being offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended, and Regulation D promulgated thereunder and have not been registered under the Act or applicable state securities laws. Accordingly, such securities may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Act and such applicable state securities laws. The Company has agreed to file a resale registration statement with the U.S. Securities and Exchange Commission (SEC), for purposes of registering the resale of the common stock issued or issuable in connection with the private placement.
This press release shall not constitute an offer to sell or a solicitation of an offer to buy any of the securities described herein, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction.
For further information, please see the Company’s current report on Form 8-K to be filed with the SEC.