Idera Pharmaceuticals Announces Private Placement Up To $97.7 Million
December 23 2019 - 9:15AM
Idera Pharmaceuticals, Inc. (Nasdaq: IDRA), or the Company,
announced today it is entering into an agreement with
funds affiliated with an institutional
investor providing for a private placement exempt from
the registration requirements of the Securities Act of 1933, as
amended, pursuant to which Idera has sold shares of Series B1
convertible preferred stock and warrants to purchase common stock
for aggregate gross proceeds of $3.9 million. In connection
with the agreement for the private placement, the investors in the
private placement will pay Idera an upfront option fee of
approximately $6.2 million. Under the agreement,
Idera also agreed to sell to the investors, at their option
and subject to certain conditions including stockholder approval to
increase Idera’s authorized shares of common stock, shares of
Series B2, Series B3 and Series B4 convertible preferred stock and
warrants to purchase common stock for aggregate gross proceeds of
up to an additional $87.6 million over a 21 month period after
stockholder approval is received. The Company has the right to
decline the Series B4 investment if its common stock trades at
$7.60 for 20 days out of 30 days subsequent to the closing of the
Series B3 investment.
The transaction was priced at-the-market under the
Nasdaq rules. The Series B1 convertible preferred stock and
associated warrant had a combined purchase price on an as converted
basis of $1.645. The warrants to purchase common stock have
an exercise price of $1.52 per share and an exercise period
commencing on issuance and a term of seven years.
The Company plans to use the proceeds from the financing
primarily to fund the completion of the ongoing ILLUMINATE-301
clinical trial of its lead product, tilsotolimod, for the treatment
of anti-PD-1 refractory metastatic melanoma. The Company also
plans to use the subsequent proceeds, if exercised, to fund the
potential NDA filing and commercial launch of tilsotolimod along
with the ongoing ILLUMINATE-206 trial, and for general corporate
purposes.
The shares of convertible preferred stock and warrants sold in
the private placement have not been registered under the Securities
Act of 1933, as amended, or under any state securities laws and,
unless so registered, may not be offered or sold in the United
States except pursuant to an exemption from, or in a transaction
not subject to, the registration requirements of the Securities Act
and applicable state securities laws. Idera has granted the
purchasers resale registration rights for purposes of registering
the resale of the shares of common stock issuable upon conversion
of the preferred shares and warrants issued in the private
placement.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy these securities, nor shall there
be any sale of these securities in any state or jurisdiction in
which such offer, solicitation, or sale would be unlawful prior to
registration or qualification under the securities laws of any such
state or jurisdiction.
About Tilsotolimod (IMO-2125)Tilsotolimod is a
TLR 9 agonist that received Fast Track Designation from the U.S.
Food and Drug Administration (FDA) in 2017 for the treatment of
anti-PD-1 refractory melanoma, in combination with ipilimumab as
well as orphan drug designation from the FDA for the treatment of
melanoma Stages IIb to IV. It signals the immune system to create
and activate cancer-fighting cells (T-cells) to target solid
tumors. Currently approved immuno-oncology treatments,
specifically check-point inhibitors, provide benefit for some
patients, but these therapies are limited in patients whose immune
responses are missing or weak. Intratumoral injections with
tilsotolimod are designed to selectively enable the tumor-specific
T-cells to recognize and attack cancers that remained elusive and
unrecognized by the immune system exposed to checkpoint inhibitors
alone, while limiting toxicity or impact on healthy cells in the
body.
About Idera Pharmaceuticals Harnessing the
approach of the earliest researchers in immunotherapy and the
company’s vast experience in developing proprietary
immunomodulatory platforms, Idera’s TLR agonist development program
is focused on priming the immune system to play a more powerful
role in fighting cancer, ultimately increasing the number of people
who can benefit from immunotherapy. Idera also continues to focus
on the acquisition, development and ultimate commercialization of
drug candidates for both oncology and rare disease indications
characterized by small, well-defined patient populations with
serious unmet needs. To learn more about Idera, visit
www.iderapharma.com.
Idera Forward Looking Statements This press
release contains forward-looking statements within the meaning of
the safe harbor of the Private Securities Litigation Reform Act of
1995 and the Federal securities laws. All statements, other than
statements of historical fact, included or incorporated in this
press release, including statements regarding the Company's
intended ability to close on the Series B2, Series B3, Series B4
preferred stock investments and the intended use of proceeds are
forward-looking statements. The words "believes," "anticipates,"
"estimates," "plans," "expects," "intends," "may," "could,"
"should," "potential," "likely," "projects," "continue," "will,"
and "would" and similar expressions are intended to identify
forward-looking statements, although not all forward-looking
statements contain these identifying words. Idera cannot guarantee
that it will actually achieve the plans, intentions or expectations
disclosed in its forward-looking statements and you should not
place undue reliance on the Company's forward-looking statements.
There are a number of important factors that could cause Idera's
actual results to differ materially from those indicated or implied
by its forward-looking statements. Factors that may cause such a
difference include: whether the Company receives stockholder
approval to increase its authorized shares of common stock and
whether the Company’s cash resources will be sufficient to fund the
Company’s continuing operations and the further development of the
Company’s programs for the period anticipated; whether interim
results from a clinical trial, such as the preliminary results
reported in this release, will be predictive of the final results
of the trial; whether results obtained in preclinical studies and
clinical trials such as the results described in this release will
be indicative of the results that will be generated in future
clinical trials, including in clinical trials in different disease
indications; whether products based on Idera's technology will
advance into or through the clinical trial process when anticipated
or at all or warrant submission for regulatory approval; whether
such products will receive approval from the U.S. Food and Drug
Administration or equivalent foreign regulatory agencies; whether,
if the Company's products receive approval, they will be
successfully distributed and marketed; whether the Company's
collaborations will be successful; and such other important factors
as are set forth under the caption "Risk factors" in the Company’s
filings with the Securities and Exchange Commission. While Idera
may elect to do so at some point in the future, the Company does
not assume any obligation to update any forward-looking statements
and it disclaims any intention or obligation to update or revise
any forward-looking statement, whether as a result of new
information, future events or otherwise.
Idera Pharmaceuticals Contact:
Robert A. Doody, Jr.SVP, Investor Relations &
CommunicationsPhone (484) 348-1677rdoody@iderapharma.com
Idera Pharmaceuticals (NASDAQ:IDRA)
Historical Stock Chart
From Jun 2024 to Jul 2024
Idera Pharmaceuticals (NASDAQ:IDRA)
Historical Stock Chart
From Jul 2023 to Jul 2024