Harpoon Therapeutics Announces Up to $150 Million Private Placement
October 23 2023 - 7:17AM
Harpoon Therapeutics, Inc. (NASDAQ: HARP) (the “Company”), a
clinical-stage immunotherapy company developing novel T cell
engagers, today announced that it has entered into a securities
purchase agreement for a private placement in public equity
(“PIPE”) financing that is expected to result in upfront gross
proceeds of approximately $100 million, with up to an
additional approximately $50 million of gross proceeds upon cash
exercise of warrants, before deducting placement agent fees and
offering expenses. The PIPE financing was led by a leading
biotechnology investor associated with one of the largest
alternative asset managers, with participation from new and
existing investors including Soleus Capital, Commodore Capital, New
Leaf Venture Partners, Cormorant Asset Management, RA Capital
Management, Invus, Surveyor Capital (a Citadel company), K2
HealthVentures, Ally Bridge Group, Lion Point Capital, and a large
mutual fund.
Pursuant to terms of the securities purchase agreement, at the
closing of the financing, the Company will issue an aggregate of
17,167,350 shares of its common stock (or pre-funded warrants in
lieu thereof) and accompanying warrants to purchase up to an
aggregate of 8,583,675 shares of its common stock, at a combined
purchase price of $5.8345 per share and accompanying warrant.
Each full warrant will represent the right to purchase one share of
the Company’s common stock at an exercise price
of $5.8345 per share. In lieu of shares of common stock,
certain investors are purchasing pre-funded warrants at a combined
purchase price of $5.8344 per share and accompanying warrant,
which equals the purchase price per share of common stock and
accompanying warrant, less the $0.0001 per share exercise
price of each pre-funded. The accompanying warrants will be
exercisable upon issuance for a period of three years following the
date of issuance. The accompanying warrants are only exercisable in
cash. The PIPE financing is being conducted in accordance with
applicable Nasdaq rules and was priced in accordance with the
“Minimum Price” requirement as defined in the Nasdaq rules. The
PIPE financing is expected to close on or about October 25,
2023, subject to satisfaction of customary closing conditions.
The Company intends to use the net proceeds to fund its clinical
development programs from its platforms, including ongoing as well
as future late-stage clinical studies of HPN328. The proceeds will
also be used for working capital and other general corporate
purposes. The aggregate proceeds from this financing, combined with
current cash and cash equivalents, are expected to be sufficient to
fund the current operating plan into 2026.
TD Cowen is acting as the lead placement agent for the PIPE
financing. Canaccord Genuity and H.C. Wainwright & Co. are also
acting as placement agents for the PIPE financing.
The offer and sale of the foregoing securities are being made in
a transaction not involving a public offering, and the securities
have not been registered under the Securities Act of 1933, as
amended (the “Securities Act”), or applicable state securities
laws. Accordingly, the securities may not be reoffered or resold in
the United States except pursuant to an effective registration
statement or an applicable exemption from the registration
requirements of the Securities Act and such applicable state
securities laws.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy the securities, nor shall there be
any sale of the securities in any state in which such offer,
solicitation or sale would be unlawful prior to the registration or
qualification under the securities laws of such state.
About Harpoon Therapeutics Harpoon
Therapeutics is a clinical-stage immunotherapy company
developing a novel class of T cell engagers that harness the power
of the body’s immune system to treat patients suffering from cancer
and other diseases. T cell engagers are engineered proteins that
direct a patient’s own T cells to kill target cells that express
specific proteins, or antigens, carried by the target cells. Using
its proprietary Tri- specific T cell Activating Construct (TriTAC®)
platform, Harpoon is developing a pipeline of novel TriTACs
initially focused on the treatment of solid tumors and hematologic
malignancies. Harpoon has also developed a proprietary ProTriTAC™
platform, which applies a prodrug concept to its TriTAC platform to
create a therapeutic T cell engager that remains inactive until it
reaches the tumor. Harpoon’s third proprietary technology platform,
extended release TriTAC-XR, is designed to mitigate cytokine
release syndrome. For additional information about Harpoon
Therapeutics, please visit www.harpoontx.com.
Cautionary Note Regarding Forward-Looking
StatementsAny statements in this press release about the
Company’s future expectations, plans and prospects, as well as any
other statements regarding matters that are not historical facts,
may constitute “forward-looking statements” within the meaning of
the Private Securities Litigation Reform Act of 1995. Such
statements are subject to risks and uncertainties and actual
results may differ materially from those expressed or implied by
such forward-looking statements. Such statements include, but are
not limited to, statements associated with the intended use of net
proceeds from the PIPE financing, the Company’s cash sufficiency
and runway, expected timing of closing of the PIPE financing and
the completion of the PIPE financing, and other statements
containing the words “anticipates,” “believes,” “expects,”
“intends,” “plans,” “will” and similar expressions. You should not
place undue reliance on forward-looking statements because they
involve known and unknown risks, uncertainties, and assumptions
that are difficult or impossible to predict and, in some cases,
beyond the Company’s control. These forward-looking statements are
based upon the Company’s current expectations and involve
assumptions that may never materialize or may prove to be
incorrect. Actual results and the timing of events could differ
materially from those anticipated in such forward-looking
statements as a result of various risks and uncertainties, which
include, without limitation, risks associated with market
conditions. These and other risks are described in additional
detail in the Company’s filings with the U.S. Securities and
Exchange Commission (SEC). All forward-looking statements contained
in this press release speak only as of the date hereof, and the
Company specifically disclaims any obligation to update any
forward-looking statement, whether because of new information,
future events or otherwise.
Contact:Ana Kaporinvestors@harpoontx.com
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