Akari Therapeutics, Plc Announces $4.5 Million Registered Direct Offering
June 28 2019 - 9:22AM
Akari Therapeutics, Plc (Nasdaq: AKTX), a biopharmaceutical company
focused on innovative therapeutics to treat orphan autoimmune and
inflammatory diseases where the complement and/or leukotriene
systems are implicated, today announced that it has entered into
definitive agreements with certain institutional investors,
accredited investors and an existing shareholder, RPC Pharma Ltd.,
an affiliated entity of Dr. Ray Prudo, Akari’s Chairman, to receive
gross proceeds of $4.5 million.
In connection with the offering, the Company
will issue approximately 2,368,421 registered American Depository
Shares (ADSs) of Akari at a purchase price of $1.90 per ADS in a
registered direct offering. Additionally, for each ADS purchased by
investors, the investors will receive an unregistered warrant to
purchase one-half ADS. The warrants will have an exercise price of
$3.00 per ADS, will be exercisable upon their issuance and will
expire five years from the issuance date. The closing of the
offering is expected to take place on or about July 2, 2019,
subject to the satisfaction of customary closing conditions.
Paulson Investment Company, LLC, is acting as
the exclusive placement agent in connection with this offering.
The ADSs described above (but not the warrants
or the ADSs underlying the warrants) are being offered pursuant to
a shelf registration statement (File No. 333-220052) which became
effective on February 23, 2018. Such ADSs may be offered only by
means of a prospectus, including a prospectus supplement, forming a
part of the effective registration statement.
The Company will file a prospectus supplement
and the accompanying base prospectus with the SEC relating to such
ADSs. When available, copies of the prospectus supplement and the
accompanying base prospectus may be obtained at the SEC's website
at http://www.sec.gov, or by contacting Donald A.
Wojnowski Jr. of Paulson Investment Company, LLC, at (855) 653-3444
or at dwojnowski@paulsoninvestment.com.
The warrants described above were offered in a
private placement under Section 4(a)(2) of the Securities Act of
1933, as amended (the “Act”), and Regulation D promulgated
thereunder and, along with the ADSs issuable upon their exercise,
have not been registered under the Act, 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 the solicitation of an offer to buy any of the
securities described herein. There shall not be any offer,
solicitation of an offer to buy, or sale of securities in any state
or jurisdiction in which such an offering, solicitation, or sale
would be unlawful prior to registration or qualification under the
securities laws of any such state or jurisdiction.
About Akari Therapeutics
Akari is a biopharmaceutical company focused on
developing inhibitors of acute and chronic inflammation,
specifically for the treatment of rare and orphan diseases, in
particular those where the complement (C5) or leukotriene (LTB4)
systems, or both complement and leukotrienes together, play a
primary role in disease progression. Akari's lead drug candidate,
nomacopan (formerly known as Coversin), is a C5 complement
inhibitor that also independently and specifically inhibits
leukotriene B4 (LTB4) activity. Nomacopan is currently being
clinically evaluated in four indications: bullous pemphigoid (BP),
atopic keratoconjunctivitis (AKC), thrombotic microangiopathy
(TMA), and paroxysmal nocturnal hemoglobinuria (PNH). Akari
believes that the dual action of nomacopan on both C5 and LTB4 may
be beneficial in AKC and BP. Akari is also developing other tick
derived proteins, including longer acting versions.
Cautionary Note Regarding
Forward-Looking Statements
Certain statements in this press release
constitute “forward-looking statements” within the meaning of the
Private Securities Litigation Reform Act of 1995 regarding, among
other things, statements related to the offering, the expected
gross proceeds and the expected closing of the offering. These
forward-looking statements reflect our current views about our
plans, intentions, expectations, strategies and prospects, which
are based on the information currently available to us and on
assumptions we have made. Although we believe that our plans,
intentions, expectations, strategies and prospects as reflected in
or suggested by those forward-looking statements are reasonable, we
can give no assurance that the plans, intentions, expectations or
strategies will be attained or achieved. Furthermore, actual
results may differ materially from those described in the
forward-looking statements and will be affected by a variety of
risks and factors that are beyond our control. Such risks and
uncertainties for our company include, but are not limited to:
needs for additional capital to fund our operations, our ability to
continue as a going concern; uncertainties of cash flows and
inability to meet working capital needs; an inability or delay in
obtaining required regulatory approvals for nomacopan and any other
product candidates, which may result in unexpected cost
expenditures; our ability to obtain orphan drug designation in
additional indications; risks inherent in drug development in
general; uncertainties in obtaining successful clinical results for
nomacopan and any other product candidates and unexpected costs
that may result therefrom; difficulties enrolling patients in our
clinical trials; failure to realize any value of nomacopan and any
other product candidates developed and being developed in light of
inherent risks and difficulties involved in successfully bringing
product candidates to market; inability to develop new product
candidates and support existing product candidates; the approval by
the FDA and EMA and any other similar foreign regulatory
authorities of other competing or superior products brought to
market; risks resulting from unforeseen side effects; risk that the
market for nomacopan may not be as large as expected; risks
associated with the departure of our former Chief Executive
Officers and other executive officers; risks associated with the
SEC investigation; inability to obtain, maintain and enforce
patents and other intellectual property rights or the unexpected
costs associated with such enforcement or litigation; inability to
obtain and maintain commercial manufacturing arrangements with
third party manufacturers or establish commercial scale
manufacturing capabilities; the inability to timely source adequate
supply of our active pharmaceutical ingredients from third party
manufacturers on whom the company depends; unexpected cost
increases and pricing pressures and risks and other risk factors
detailed in our public filings with the U.S. Securities and
Exchange Commission, including our most recently filed Annual
Report on Form 20-F filed with the SEC. Except as otherwise noted,
these forward-looking statements speak only as of the date of this
press release and we undertake no obligation to update or revise
any of these statements to reflect events or circumstances
occurring after this press release. We caution investors not to
place considerable reliance on the forward-looking statements
contained in this press release.
Investor Contact:
Peter VozzoWestwicke(443)
213-0505peter.vozzo@westwicke.com
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