ContraFect Corporation (Nasdaq: CFRX), a clinical-stage
biotechnology company focused on discovering and developing direct
lytic agents for the treatment of life-threatening infectious
diseases, today announced that it has commenced an underwritten
public offering of shares of its common stock. ContraFect
also announced that Pfizer Inc. has entered into a stock purchase
agreement with ContraFect pursuant to which Pfizer has agreed to
purchase up to $3 million of shares of ContraFect’s common stock,
at a price per share equal to the price per share in the proposed
public offering, in a separate private placement transaction that
is expected to close concurrently with the public offering. The
public offering is subject to market conditions and the private
placement is contingent upon the closing of the public offering,
and there can be no assurance as to whether or when the public
offering and private placement may be completed, or the actual size
or terms of the public offering and private placement. All shares
in the public offering and private placement are to be sold by
ContraFect.
“Our mission at ContraFect is to bring superior
outcomes to patients who suffer from virulent and highly-resistant
infections. We are pleased to announce this investment by Pfizer,
as it shows their commitment to patients and a spirit of innovation
in combating this global health crisis,” said Roger J. Pomerantz,
M.D., Chairman and Chief Executive Officer of ContraFect.
“There is a high unmet medical need for new
therapeutic modalities to address antibiotic resistant bacteria
that can cause life threatening infections,” said Annaliesa
Anderson, PhD, FAAM, Vice President and Chief Scientific Officer,
Bacterial Vaccines and Hospital, Pfizer, “We look forward to
supporting ContraFect as they work to advance novel first-in-class
biological therapies with the potential to directly kill bacteria
such as methicillin-resistant Staphylococcus aureus (MRSA) in a
targeted manner.” In connection with the private placement to
Pfizer, Dr. Anderson will join ContraFect’s Science &
Technology Committee as an observer.
ContraFect intends to use the net proceeds of
the public offering and private placement to fund initiation of its
Phase 3 DISRUPT trial of exebacase (CF-301) in Staph aureus
bacteremia, including right-sided endocarditis, to fund advancement
of its portfolio, including IND-enabling activities for an
engineered gram-negative lysin directly targeting highly-resistant
Pseudomonas aeruginosa, and for working capital and other general
corporate purposes.
Maxim Group LLC is acting as sole book-running
manager for the public offering.
The public offering is being made pursuant to an
effective shelf registration statement on Form S-3 that was filed
with the U.S. Securities and Exchange Commission (SEC) on November
30, 2018 and declared effective on December 13, 2018. A preliminary
prospectus supplement describing the terms of the public offering
will be filed with the SEC and will form a part of the effective
registration statement. Copies of the preliminary prospectus
supplement and accompanying prospectus relating to the public
offering may be obtained, when available, by contacting Maxim Group
LLC, 405 Lexington Avenue, 2nd Floor, New York, NY 10174, or by
telephone at (212) 895-3745.
The shares being sold in the private placement
have not been and will not be registered under the Securities Act
of 1933, as amended, or any state securities laws and may not be
offered or sold in the United States absent registration with the
SEC or an applicable exemption from such registration
requirements.
This press release shall not constitute an offer
to sell or a solicitation of an offer to buy the securities in the
public offering or the private placement, 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.
About ContraFect:
ContraFect is a biotechnology company focused on
discovering and developing differentiated biologic therapies for
life-threatening, drug-resistant infectious diseases, particularly
those treated in hospital settings. An estimated 700,000 deaths
worldwide each year are attributed to antimicrobial-resistant
infections. We intend to address life threatening infections using
our therapeutic product candidates from our platform of DLAs, which
include lysins and amurin peptides. Lysins are a new class of DLAs
which are recombinantly produced antimicrobial proteins with a
novel mechanism of action associated with the rapid killing of
target bacteria, eradication of biofilms and synergy with
conventional antibiotics. Amurin peptides are a new class of DLAs,
which exhibit broad-spectrum activity against a wide range of
antibiotic-resistant Gram-negative pathogens, including Pseudomonas
aeruginosa (P. aeruginosa), Acinetobacter baumannii, and
Enterobacter species. We believe that the properties of our lysins
and amurin peptides will make them suitable for targeting
antibiotic-resistant organisms, such as methicillin-resistant Staph
aureus (MRSA) and P. aeruginosa, which can cause serious infections
such as bacteremia, pneumonia and osteomyelitis. We have completed
a Phase 2 clinical trial for the treatment of Staph aureus
bacteremia, including endocarditis, with our lead lysin candidate,
exebacase, which is the first lysin to enter clinical studies in
the U.S.
Forward-Looking Statements
This press release contains, and ContraFect’s
officers and representatives may make from time to time,
“forward-looking statements” within the meaning of the U.S. federal
securities laws. Forward-looking statements can be identified
by words such as “projects,” “may,” “will,” “could,” “would,”
“should,” “believes,” “expects,” “anticipates,” “estimates,”
“intends,” “plans,” “potential,” “promise” or similar references to
future periods. Examples of forward-looking statements in this
release include, without limitation, statements regarding the
proposed concurrent public offering and private placement of
ContraFect’s common stock. Forward-looking statements are
statements that are not historical facts, nor assurances of future
performance. Instead, they are based on ContraFect’s current
beliefs, expectations and assumptions regarding the future of its
business, future plans, strategies, projections, anticipated events
and trends, the economy and other future conditions. Because
forward-looking statements relate to the future, they are subject
to inherent risks, uncertainties and changes in circumstances that
are difficult to predict and many of which are beyond ContraFect’s
control, including those detailed in ContraFect's filings with the
SEC. Actual results may differ from those set forth in the
forward-looking statements. Important factors that could cause
actual results to differ include, among others, the uncertainties
related to market conditions and the completion of the concurrent
public offering and private placement on the anticipated terms or
at all, and ContraFect’s ability to develop treatments for
drug-resistant infectious diseases. Any forward-looking statement
made by ContraFect in this press release is based only on
information currently available and speaks only as of the date on
which it is made. Except as required by applicable law, ContraFect
expressly disclaims any obligations to publicly update any
forward-looking statements, whether written or oral, that may be
made from time to time, whether as a result of new information,
future developments or otherwise.
Investor Relations Contact
Michael MessingerContraFect CorporationTel: 914-207-2300Email:
mmessinger@contrafect.com
Lauren StivalStern Investor RelationsTel: 212-362-1200Email:
lauren.stival@sternir.com
ContraFect has filed a registration
statement (including a base prospectus dated December 13, 2018 and
a Preliminary Prospectus Supplement dated December 9, 2019) with
the Securities and Exchange Commission, or the SEC, for the public
offering. Before you invest, you should read the Preliminary
Prospectus Supplement, the accompanying prospectus and the other
documents ContraFect has filed with the SEC for more complete
information about ContraFect and the public offering. You may get
these documents for free by visiting EDGAR on the SEC web site at
www.sec.gov. Alternatively, ContraFect, Maxim Group LLC or any
dealer participating in the public offering will arrange to send
you the Preliminary Prospectus Supplement and the accompanying
prospectus if you request it by contacting Maxim Group LLC, 405
Lexington Avenue, 2nd Floor, New York, NY 10174, or by telephone at
(212) 895-3745.
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