Provides Additional Financial Flexibility in
Exchange for New Warrants with a $6.385 Exercise Price
Company to hold a business update conference
call the week of October 3rd
Athersys, Inc. (NASDAQ: ATHX), a regenerative medicine
company developing MultiStem® (invimestrocel) for critical care
indications, announced today that it has entered into amended
agreements to extend the exercise period of the warrants that were
issued as part of a registered direct offering that closed on
August 17, 2022, among other changes, and to issue additional
warrants to the same warrant holder, a healthcare-focused U.S.
institutional investor.
The Purchase Agreement contains certain restrictions that,
subject to certain exceptions, prohibit the Company from issuing
its common stock in certain variable rate transactions for a period
of 180 days following the Closing Date (the “Standstill Period”).
The Purchase Agreement also gives the Purchasers the right to
participate in certain future offerings of the Company in an amount
of up to 30 percent in the aggregate of any offered securities
during the 12 months following the Closing Date.
On September 22, 2022, the Company entered into an amendment to
the Purchase Agreement (the “Purchase Agreement Amendment”) with
the Purchasers to, among other things, (i) extend the exercise
period of the Initial Warrants from five years to seven years after
the six-month anniversary of the Closing Date (the “Warrant
Amendment”), (ii) reduce the Standstill Period from 180 days to 150
days following the Closing Date, (iii) reduce the term and amount
of the Participation Right from twelve months to six months
following the Closing Date and from 30 percent to 20 percent in the
aggregate of any offered securities, respectively, and (iv) require
the Purchasers, subject to certain conditions, to participate in
the event the Company proposes to offer and sell shares of offered
securities during the six months following the Closing Date to
investors primarily for capital raising purposes.
In return, Athersys issued to the same warrant holder additional
warrants that are exercisable for an aggregate of 2,000,000 shares
of common stock and have an exercise price of $6.3850 for a
seven-year period after the six-month anniversary of the date of
issuance.
A more detailed discussion of the amendments is contained in a
Current Report that Athersys filed on September 22, 2022 with the
U.S. Securities and Exchange Commission on Form 8-K.
“We are pleased to have entered into this amendment with our new
major investor which provides more financial flexibility going
forward as well as a commitment for the investor that recently
invested $12 million in Athersys to participate in future
financings if requested. As Athersys continues to pursue licensing
and other business development opportunities for our proprietary
technology this amendment can help facilitate future transactions
with financial and strategic investors. We are fortunate to have
established a strong relationship with a prominent healthcare
focused institutional investor that embraces the value of our
MultiStem cell therapy and is responsive to our priorities,” stated
Dan Camardo, Chief Executive Officer of Athersys.
“I am also pleased with progress we’ve made in our business
transformation and I look forward to updating shareholders during a
conference call to be held the week of October 3rd,” he added.
Athersys intends to issue a separate news release that will
provide further information on the date and time of the call, as
well as instructions regarding how to participate.
About MultiStem®
MultiStem® (invimestrocel) cell therapy is a patented
regenerative medicine product in clinical development that has
shown the ability to promote tissue repair and healing in a variety
of ways, such as through the production of therapeutic factors in
response to signals of inflammation and tissue damage. MultiStem
therapy’s potential for multidimensional therapeutic impact
distinguishes it from traditional biopharmaceutical therapies
focused on a single mechanism of benefit. The therapy represents a
unique “off-the-shelf” stem cell product that can be manufactured
in a scalable manner, may be stored for years in frozen form, and
is administered without tissue matching or the need for immune
suppression. Based upon its efficacy profile, its novel mechanisms
of action, and a favorable and consistent tolerability demonstrated
in clinical studies, we believe that MultiStem therapy could
provide a meaningful benefit to patients, including those suffering
from serious diseases and conditions with unmet medical need.
About Athersys
Athersys is a biotechnology company engaged in the discovery and
development of therapeutic product candidates designed to extend
and enhance the quality of human life. The Company is developing
its MultiStem® cell therapy product, a patented, adult-derived
“off-the-shelf” stem cell product, initially for disease
indications in the neurological, inflammatory and immune, and other
critical care indications and has several ongoing clinical trials
evaluating this potential regenerative medicine product. Athersys
has forged strategic partnerships and a broad network of
collaborations to further advance MultiStem cell therapy toward
commercialization. Investors and others should note that we may
post information about the Company on our website at
www.athersys.com and/or on our accounts on Twitter, Facebook,
LinkedIn or other social media platforms. It is possible that the
postings could include information deemed to be material
information. Therefore, we encourage investors, the media and
others interested in the Company to review the information we post
on our website at www.athersys.com and on our social media
accounts. Follow Athersys on Twitter at www.twitter.com/athersys.
Information that we may post about the Company on our website
and/or on our accounts on Twitter, Facebook, LinkedIn or other
social media platforms may contain forward-looking statements
within the meaning of the Private Securities Litigation Reform Act
of 1995 that involve risks and uncertainties. You should not place
undue reliance on forward-looking statements contained on our
website and/or on our accounts on Twitter, Facebook, LinkedIn or
other social media platforms, and we undertake no obligation to
publicly update forward-looking statements, whether as a result of
new information, future events or otherwise.
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of 1995
that involve risks and uncertainties. These forward-looking
statements relate to, among other things, statements regarding the
potential benefits of our MultiStem product candidate; anticipated
results of clinical trials involving our MultiStem product
candidate; the expected timetable for development of our product
candidates, our growth strategy, and our future financial
performance, including our operations, economic performance,
financial condition, prospects, and other future events. We have
attempted to identify forward-looking statements by using such
words as “anticipates,” “believes,” “can,” “continue,” “could,”
“estimates,” “expects,” “intends,” “may,” “plans,” “potential,”
“should,” “suggest,” “will,” or other similar expressions. These
forward-looking statements are only predictions and are largely
based on our current expectations. A number of known and unknown
risks, uncertainties, and other factors could affect the accuracy
of these statements. The following risks and uncertainties may
cause our actual results, levels of activity, performance, or
achievements to differ materially from any future results, levels
of activity, performance, or achievements expressed or implied by
these forward-looking statements: the possibility of unfavorable
results from ongoing and additional clinical trials involving
MultiStem; the risk that positive results in a clinical trial may
not be replicated in subsequent or confirmatory trials or success
in an early stage clinical trial may not be predictive of results
in later stage or large scale clinical trials; our ability to raise
capital to fund our operations in the near term, including, but not
limited to, our ability to raise financing and to continue as a
going concern; our ability to enter into a partnership for the
co-development and co-commercialization of MultiStem; our ability
to successfully implement our transformation plan, including our
ability to reduce expenses; and the risks mentioned elsewhere in
our Annual Report on Form 10-K for the year ended December 31, 2021
under Item 1A, “Risk Factors” and our other filings with the SEC.
You should not place undue reliance on forward-looking statements,
and we undertake no obligation to publicly update forward-looking
statements, whether as a result of new information, future events
or otherwise.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20220923005322/en/
Athersys Ellen Gurley Manager of Corporate Communications
and Investor Relations ir@athersys.com
LHA Investor Relations Tirth T. Patel 212-201-6614
tpatel@lhai.com
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