InVivo Therapeutics Announces Closing of $9 Million Registered Direct and Private Placement Offerings, Priced At-the-Market Under Nasdaq Rules
October 11 2022 - 04:01PM
Business Wire
InVivo Therapeutics Holdings Corp. (Nasdaq: NVIV), a research
and clinical-stage biomaterials and biotechnology company with a
focus on the treatment of spinal cord injuries, today announced
that it has closed its previously announced registered direct
offering for the sale and issuance of 154,000 shares of the
Company’s common stock and pre-funded warrants to purchase up to
369,810 shares of common stock to a single healthcare-focused
institutional investor. The Company also closed its previously
announced private placement priced at-the-market under Nasdaq rules
for the sale and issuance of pre-funded warrants to purchase up to
1,190,476 shares of common stock with the same investor in the
registered direct offering. In addition, the Company has issued to
the investor unregistered preferred investment options to purchase
up to an aggregate of 1,714,286 shares of the Company’s common
stock in a private placement. The preferred investment options have
an exercise price of $5.05 per share, are immediately exercisable,
and will expire five and one-half (5.5) years from the date of
issuance. The combined purchase price for one share of common stock
or pre-funded warrant and the associated preferred investment
option was $5.25.
H.C. Wainwright & Co. acted as the exclusive placement agent
for the offerings.
The gross proceeds to the Company from the offerings were
approximately $9.0 million, before deducting placement agent fees
and other offering expenses payable by the company. The Company
intends to use the net proceeds from the offerings primarily for
working capital and general corporate purposes, which may include
activities in furtherance of potential commercialization of its
investigational Neuro-Spinal Scaffold device, such as regulatory
submissions and manufacturing matters, as well as for business
development purposes.
The shares of common stock, pre-funded warrants and shares of
common stock underlying the pre-funded warrants offered by the
Company in the registered direct offering (but excluding the
securities issued in the private placement and the preferred
investment options and the shares of common stock underlying the
preferred investment options) were offered pursuant to a "shelf"
registration statement on Form S-3 (File No. 333-234353) initially
filed with the Securities and Exchange Commission (the "SEC") on
October 28, 2019, and declared effective by the SEC on November 14,
2019. The offering of the common stock and pre-funded warrants and
shares of common stock underlying the pre-funded warrants in the
registered direct offering was made only by means of a prospectus,
including a prospectus supplement, forming a part of the effective
registration statement. A final prospectus supplement and
accompanying prospectus relating to the securities being offered
was filed with the SEC. Electronic copies of the final prospectus
supplement and accompanying prospectus may be obtained on the SEC's
website at http://www.sec.gov. and may also be obtained by
contacting H.C. Wainwright & Co., LLC at 430 Park Avenue, 3rd
Floor, New York, New York 10022, by phone at (212) 856-5711 or
e-mail at placements@hcwco.com.
The pre-funded warrants sold in the private placement, as well
as the preferred investment options and the shares of common stock
issuable thereunder, were offered in a transaction not involving a
public offering and have not been registered under the Securities
Act of 1933, as amended (the “Securities Act”), or applicable state
securities laws. Accordingly, those 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.
Under a registration rights agreement entered into with the
investor, the Company has agreed to file a registration statement
with the SEC covering the resale of the shares of common stock
underlying the pre-funded warrants issued in the private placement
and the preferred investment options.
The Company also amended certain existing warrants to purchase
up to an aggregate of 80,139 shares of common stock of the Company
that were previously issued to the investor, with an exercise price
per share ranging from $20.00 to $68.75 and expiration dates
ranging from March 10, 2025 to October 26, 2025, so that the
amended warrants have a reduced exercise price of $5.05 per share
and expire five and one-half years following the closing of the
offerings.
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy these securities, nor shall there
be any sale of these securities in any state or other jurisdiction
in which such offer, solicitation or sale would be unlawful prior
to the registration or qualification under the securities laws of
any such state or other jurisdiction.
About InVivo Therapeutics
InVivo Therapeutics Holdings Corp. is a research and
clinical-stage biomaterials and biotechnology company with a focus
on treatment of spinal cord injuries. The company was founded in
2005 with proprietary technology co-invented by Robert Langer,
Sc.D., Professor at Massachusetts Institute of Technology, and
Joseph P. Vacanti, M.D., who then was at Boston Children’s Hospital
and who now is affiliated with Massachusetts General Hospital. The
publicly traded company is headquartered in Cambridge, MA. For more
details, visit www.invivotherapeutics.com.
Safe Harbor Statement
Any statements contained in this press release that do not
describe historical facts may constitute forward-looking statements
within the meaning of the federal securities laws. These statements
can be identified by words such as “believe,” “anticipate,”
“intend,” “estimate,” “will,” “may,” “should,” “expect” and similar
expressions, and include statements regarding the intended use of
proceeds therefrom. Any forward-looking statements contained herein
are based on current expectations and are subject to a number of
risks and uncertainties. Factors that could cause actual future
results to differ materially from current expectations include, but
are not limited to, risks and uncertainties relating to: market and
other conditions, the company’s ability to obtain additional
funding to support the ongoing clinical and potential
commercialization program for the investigational Neuro-Spinal
Scaffold™, the varied interpretation of clinical data, the timing,
cost and expense of regulatory filings, the potential for
regulatory authorities granting or delaying approval for our
Neuro-Spinal Scaffold, and other risks associated with the
company’s business, research, product development, regulatory
approval, marketing and distribution plans and strategies
identified and described in more detail in the Company’s prospectus
supplement filed on October 11, 2022 and the Company’s Quarterly
Report on Form 10-Q for the quarter ended June 30, 2022, and in
other filings that the company may make with the Securities and
Exchange Commission in the future. The company does not undertake
to update these forward-looking statements, except as required by
law.
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version on businesswire.com: https://www.businesswire.com/news/home/20221011005236/en/
Investors: Bret Shapiro, Managing Partner CORE IR
brets@coreir.com (516) 222-2560 Media: Tom Donovan Ten Bridge
Communications tom@tenbridgecommunications.com (857) 559-3397
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