Zosano Enters into Common Stock Purchase Agreement with Lincoln Park Capital
October 20 2017 - 4:15PM
Zosano Pharma Corporation (NASDAQ:ZSAN) (“Zosano” or the “Company”)
a clinical-stage biopharmaceutical company focused on providing
rapid systemic administration of therapeutics to patients using our
proprietary ADAM technology, announced today that it has entered
into a common stock purchase agreement with Lincoln Park Capital
Fund, LLC (“LPC”), a Chicago-based institutional investor, for up
to $35 million.
After the SEC declares a resale registration statement effective
relating to the transaction, Zosano will have the right and the
sole discretion to sell to LPC up to $35.0 million worth of shares
over a 30-month period subject to certain limitations. Zosano
will control the timing and amount of any future investment and LPC
will be obligated to make purchases in accordance with the purchase
agreement and at a price based on recent prevailing market prices
at the time of each sale. Proceeds from the purchase agreement will
be used to fund the long term safety study for the Company’s lead
product candidate, M207, and for general corporate purposes.
LPC has agreed not to cause or engage in any manner whatsoever,
any direct or indirect short selling or hedging of Zosano’s shares
of common stock. No warrants, derivatives, or other share
classes are associated with this agreement. In consideration
for entering into the agreement, Zosano has issued shares of common
stock to LPC as a commitment fee and will issue additional
commitment fee shares to LPC on a pro rata basis concurrently with
the sale of shares by the Company to LPC pursuant to the
agreement. The agreement may be terminated by Zosano at any
time, at its sole discretion, without any additional cost or
penalty.
A more detailed description of the agreement is set forth in
Zosano’s Current Report on Form 8-K to be filed with the SEC.
This press release does not constitute an offer to sell or a
solicitation of an offer to buy the securities in this offering,
nor there be any sale of these securities in any jurisdiction in
which such offer solicitation or sale are unlawful prior to
registration or qualification under securities laws of any such
jurisdiction.
About Zosano Pharma Zosano Pharma Corporation
is a clinical stage biopharmaceutical company focused on providing
rapid systemic administration of therapeutics to patients using our
proprietary Adhesive Dermally-Applied Microarray, or ADAM
technology. The Company recently announced positive results
from our ZOTRIP study that evaluated M207, which is our proprietary
formulation of zolmitriptan delivered via our ADAM technology, as
an acute treatment for migraine. Zosano is focused on
developing products where rapid administration of established
molecules with known safety and efficacy profiles provides an
increased benefit to patients, for markets where patients remain
underserved by existing therapies. The Company anticipates that
many of its current and future development programs may enable the
Company to utilize a regulatory pathway that would streamline
clinical development and accelerate the path towards
commercialization. Learn more
at www.zosanopharma.com.
About Lincoln Park Capital Fund, LLC
LPC is an institutional investor headquartered in Chicago,
Illinois which manages a portfolio of investments in public and
private entities. These investments are in a wide range of
companies and industries emphasizing life sciences, specialty
financing, cleantech, energy, real estate and technology.
LPC’s investments range from multiyear financial commitments to
fund growth to special situation financings to long-term strategic
capital offering companies certainty, flexibility and
consistency. For more information, visit
www.lpcfunds.com.
Forward-Looking Statements
This press release contains forward-looking statements regarding
the timing and amount of any proceeds that the Company may receive
under the common stock purchase agreement, timing of expected
clinical development milestones, sufficiency of our capital
resources and need for future funding and other future events and
expectations. Readers are urged to consider statements that include
the words "may," "will," "would," "could," "should," "might,"
"believes," "estimates," "projects," "potential," "expects,"
"plans," "anticipates," "intends," "continues," "forecast,"
"designed," "goal," "unaudited," "approximately" or the negative of
those words or other comparable words to be uncertain and
forward-looking. These statements are subject to risks and
uncertainties that are difficult to predict and actual outcomes may
differ materially. These include risks and uncertainties include,
without limitation, the risk that we may not have access to the
full $35 million in proceeds under the purchase agreement (due to
the limitations contained therein) and have no obligation to sell
any shares pursuant thereto, as well as risks associated with the
process of discovering, developing and commercializing products
that are safe and effective for use as human therapeutics, risks
inherent in the effort to build a business around such products and
other risks and uncertainties described under the heading "Risk
Factors" in the Company's most recent annual report on Form 10-K..
Although we believe that the expectations reflected in these
forward-looking statements are reasonable, we cannot in any way
guarantee that the future results, level of activity, performance
or events and circumstances reflected in forward-looking statements
will be achieved or occur. All forward-looking statements are based
on information currently available to Zosano and Zosano assumes no
obligation to update any such forward-looking statements.
Zosano Contact:Georgia ErbezChief Business
Officer and Chief Financial Officer510-745-1200
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