Tevogen Bio Reports Series A-1 Preferred Stock Investment at $10 Conversion Price
March 28 2024 - 8:05AM
Tevogen Bio Holdings ('Tevogen Bio') (Nasdaq: TVGN), a
clinical-stage specialty immunotherapy biotech pioneer developing
off-the-shelf, genetically unmodified T cell therapeutics in
virology, oncology, and neurology, has entered into a securities
purchase agreement with an existing investor pursuant to which the
investor agreed to purchase shares of newly designated Series A-1
Preferred Stock of the Company in lieu of Series A Preferred Stock
that the investor earlier agreed to purchase, for an aggregate
purchase price of $6.0 million.
“Tevogen Bio’s precision T cell platform, ExacTcell, and its AI
initiative have the potential to develop much-needed new class of
off-the-shelf cell therapies to address the unmet need for large
patient populations in Long COVID, oncology, virology, and
neurology. The company’s highly cost-efficient business model and
rapid progress since inception in 2020 are unprecedented and
reinforce our confidence in the leadership's deep understanding of
the biopharma market,” commented the prominent physician and
investor Dr. Manmohan Patel, MD. “Our continued support and
decision to increase the conversion price by sixty percent of the
current equity investment is a reflection of our confidence in
Tevogen’s highly promising commercial success,” added Dr.
Patel.
“We’re fortunate to have a long-term investment partner who
shares the business acumen that sustainability and commercial
success in the forthcoming era of medicine will rely on ensuring
patient accessibility through advanced science, and innovative
business models,” remarked the founder and CEO Dr. Ryan Saadi, MD,
MPH, Tevogen Bio.
The shares of Series A-1 Preferred Stock will be issued in the
first quarter and will be convertible at a conversion price of
$10.00, as opposed to the $4.00 conversion price of the Series A
Preferred Stock, into a total of 600,000 shares of the Company’s
common stock at the election of the holder. The Series A-1
Preferred Stock is subject to a call right providing the Company
the right to call the stock if the volume weighted average price of
the common stock for the 20 days prior to delivery of the call
notice is greater than $5.00 per share and there is an effective
resale registration statement on file covering the underlying
common stock. The Series A-1 Preferred Stock is non-voting, has no
mandatory redemption, carries an annual 5% cumulative dividend,
increasing by 2% each year, with a cap of 12% per year.
About Tevogen Bio
Tevogen Bio is a clinical-stage specialty immunotherapy company
harnessing one of nature’s most powerful immunological weapons,
CD8+ cytotoxic T lymphocytes, to develop off-the-shelf, genetically
unmodified precision T cell therapies for the treatment of
infectious diseases, cancers, and neurological disorders, aiming to
address the significant unmet needs of large patient populations.
Tevogen Leadership believes that sustainability and commercial
success in the current era of healthcare rely on ensuring patient
accessibility through advanced science and innovative business
models. Tevogen has reported positive safety data from its
proof-of-concept clinical trial, and its key intellectual property
assets are wholly owned by the company, not subject to any
third-party licensing agreements. These assets include three
granted patents and twelve pending patents, two of which are
related to artificial intelligence.
Tevogen Bio is driven by a team of highly experienced industry
leaders and distinguished scientists with drug development and
global product launch experience. Tevogen Bio’s leadership believes
that accessible personalized therapeutics are the next frontier of
medicine, and that disruptive business models are required to
sustain medical innovation.
Forward Looking Statements
This press release contains certain forward-looking statements,
including without limitation statements relating to: expectations
regarding the healthcare and biopharmaceutical industries;
Tevogen’s development of, the potential benefits of, and patient
access to its product candidates for the treatment of infectious
diseases, cancer and neurological disorders, including TVGN 489 for
the treatment of COVID-19 and Long COVID; Tevogen’s ability to
develop additional product candidates, including through use of
Tevogen’s ExacTcell platform; the anticipated benefits of
ExacTcell; expectations regarding Tevogen’s future clinical trials;
Tevogen’s manufacturing plans; and Tevogen’s ability to generate
revenue in the future. Forward-looking statements can sometimes be
identified by words such as “may,” “could,” “would,” “expect,”
“possible,” “potential,” “goal,” “opportunity,” “project,”
“believe,” “future,” and similar words and expressions or their
opposites. These statements are based on management’s expectations,
assumptions, estimates, projections and beliefs as of the date of
this presentation and are subject to a number of factors that
involve known and unknown risks, delays, uncertainties and other
factors not under the company’s control that may cause actual
results, performance or achievements of the company to be
materially different from the results, performance or other
expectations expressed or implied by these forward-looking
statements.
These factors include, but are not limited to: (i) the effect of
the recent business combination with Semper Paratus Acquisition
Corporation (the “Business Combination”) on Tevogen’s business
relationships, operating results, and business generally; (ii) the
outcome of any legal proceedings that may be instituted against
Tevogen related to the Business Combination; (iii) changes in the
markets in which Tevogen competes, including with respect to its
competitive landscape, technology evolution, or regulatory changes;
(iv) changes in domestic and global general economic conditions;
(v) the risk that Tevogen may not be able to execute its growth
strategies or may experience difficulties in managing its growth
and expanding operations; (vi) the risk that Tevogen may not be
able to develop and maintain effective internal controls; (vii)
costs related to the Business Combination and the failure to
realize anticipated benefits of the Business Combination; (viii)
the failure to achieve Tevogen’s commercialization and development
plans, and identify and realize additional opportunities, which may
be affected by, among other things, competition, the ability of
Tevogen to grow and manage growth economically and hire and retain
key employees; (ix) the risk that Tevogen may fail to keep pace
with rapid technological developments to provide new and innovative
products and services or make substantial investments in
unsuccessful new products and services; (x) the ability to develop,
license or acquire new therapeutics; (xi) that Tevogen will need to
raise additional capital to execute its business plan, which may
not be available on acceptable terms or at all; (xii) the risk of
regulatory lawsuits or proceedings relating to Tevogen’s business;
(xiii) uncertainties inherent in the execution, cost, and
completion of preclinical studies and clinical trials; (xiv) risks
related to regulatory review, and approval and commercial
development; (xv) risks associated with intellectual property
protection; (xvi) Tevogen’s limited operating history; and (xvii)
those factors discussed in Tevogen’s filings with the SEC and that
that are contained in the Proxy Statement/Prospectus relating to
the Business Combination.
You should not place undue reliance on forward-looking
statements, which speak only as of the date they are made. Tevogen
undertakes no obligation to update any forward-looking statements,
except as required by applicable law.
Contacts
Tevogen Bio CommunicationsT: 1 877 TEVOGEN, Ext 701
Communications@Tevogen.com
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