On September 12, 2022 Akari Therapeutics, Plc (Nasdaq: AKTX), a late-stage biotechnology company developing advanced therapies for autoimmune and inflammatory diseases, reported it has entered into definitive agreements with healthcare-focused institutional investors alongside participation from certain existing investors, including the Akari Executive Chairman of the Board of Directors, Dr. Ray Prudo, for the purchase and sale of 15,000,000 Akari American Depository Shares (ADSs) at a purchase price of $0.85 per ADS (Press release, Akari Therapeutics, SEP 12, 2022, View Source [SID1234619393]). The company further agreed to issue to the investors Series A Warrants to purchase up to an aggregate of 15,000,000 ADSs and Series B Warrants to purchase up to an aggregate of 15,000,000 ADSs in a concurrent private placement. Series A and Series B Warrants will have an exercise price of $0.85 per ADS, will be exercisable immediately following the date of issuance and will expire in 2024 and 2029, respectively. Gross proceeds from the offering are expected to be approximately $12.75 million. The offering is expected to close on September 14, 2022, subject to the satisfaction of customary closing conditions.
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Net proceeds from the transaction are expected to support advancement of Akari’s two priority pipeline programs investigating nomacopan, a bispecific recombinant inhibitor of complement C5 and leukotriene B4 (LTB4). The first pipeline priority is the acceleration of the Phase 3 clinical trial of nomacopan in severe pediatric hematopoietic stem cell transplant-related thrombotic microangiopathy (HSCT-TMA) to Part A data readout, expected in the first half of 2023. The second pipeline priority is the promising pre-clinical program investigating long-acting PAS-nomacopan to address key areas of unmet need in geographic atrophy (GA).
A.G.P./Alliance Global Partners is acting as the placement agent for the offering.
The ADSs are being offered by Akari in a registered direct offering in connection with a takedown of the company’s shelf registration statement on Form F-3 (File No. 333-251673) filed with the U.S. Securities and Exchange Commission (the "SEC") on December 23, 2020, and declared effective on December 31, 2020. The offering of the ADSs will be made only by means of a prospectus, including a prospectus supplement, forming a part of the effective registration statement. A prospectus supplement and accompanying prospectus describing the terms of the proposed offering will be filed with the SEC and will be available on the SEC’s website located at View Source Electronic copies of the prospectus supplement may be obtained, when available, from A.G.P./Alliance Global Partners, 590 Madison Avenue, 28th Floor, New York, NY 10022, or by telephone at (212) 624-2060, or by email at [email protected].
The Series A and Series B Warrants being issued to the above investors will be issued in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the "Act"), and Regulation D promulgated thereunder. The Series A and Series B Warrants and the ADSs underlying the Series A and Series B Warrants will not be registered under the Act or applicable state securities laws and, hence, may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Act and such applicable state securities laws.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy any of the securities described herein. There shall not be any offer, solicitation of an offer to buy, or sale of securities in any state or jurisdiction in which such an offering, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.