On August 7, 2023 Avalo Therapeutics, Inc. (the "Company") reported that it is party to a Sales Agreement (the "Sales Agreement"), dated May 4, 2023, with Oppenheimer & Co. Inc. ("Oppenheimer"), pursuant to which the Company may offer and sell, from time to time through Oppenheimer, shares of the Company’s common stock, par value $0.001 per share, having an aggregate offering price of up to $9,032,567 (Filing, 8-K, Avalo Therapeutics, AUG 7, 2023, View Source [SID1234633869]).

Schedule your 30 min Free 1stOncology Demo!
Discover why more than 1,500 members use 1stOncology™ to excel in:

Early/Late Stage Pipeline Development - Target Scouting - Clinical Biomarkers - Indication Selection & Expansion - BD&L Contacts - Conference Reports - Combinatorial Drug Settings - Companion Diagnostics - Drug Repositioning - First-in-class Analysis - Competitive Analysis - Deals & Licensing

                  Schedule Your 30 min Free Demo!

On August 7, 2023, the Company and Oppenheimer entered into Amendment No. 1 to the Sales Agreement (the "Amendment", and together with the Sales Agreement, the "Amended Sales Agreement") to provide for an increase in the aggregate offering amount under the Sales Agreement, such that as of August 7, 2023 under the Amended Sales Agreement, the Company may offer and sell additional shares of common stock having an aggregate offering price of up to $50,000,000 (the "Offering"). As of August 4, 2023, the Company has sold an aggregate of 8,927,334 shares of common stock pursuant to the Sales Agreement with an aggregate offering price of approximately $8.3 million, leaving an aggregate offering price of up to approximately $41.7 million remaining under the Amended Sales Agreement. The terms and conditions of the Sales Agreement otherwise remain unchanged.

The issuance and sale of additional shares in the Offering, if any, by the Company under the Amended Sales Agreement will be pursuant to the Company’s Registration Statement on Form S-3 (File No. 333-271225) filed with the Securities and Exchange Commission (the "SEC") on April 12, 2023 (the "Registration Statement") and declared effective by the SEC on May 2, 2023, the prospectus supplement relating to the Offering filed with the SEC on May 4, 2023 and amended on August 7, 2023, and any applicable additional prospectus supplements related to the Offering that form a part of the Registration Statement.

Subject to the terms and conditions of the Amended Sales Agreement, Oppenheimer will use its commercially reasonable efforts to sell the shares of common stock from time to time, based upon the Company’s instructions, by methods deemed to be an "at the market offering" as defined in Rule 415(a)(4) promulgated under the Securities Act of 1933, as amended. The Company or Oppenheimer may suspend or terminate the Offering upon notice to the other party and subject to other conditions.

The Company is not obligated to make any sales of common stock under the Amended Sales Agreement. The Offering of shares of common stock pursuant to the Amended Sales Agreement will terminate upon the earlier of (i) the sale of all shares of common stock subject to the Amended Sales Agreement or (ii) termination of the Amended Sales Agreement in accordance with its terms.

The foregoing description of the Amended Sales Agreement is not complete and is qualified in its entirety by reference to the full text of the Sales Agreement, a copy of which is filed as Exhibit 1.1 to the Company’s Current Report on Form 8-K, as filed with the SEC on May 4, 2023, and the Amendment, a copy of which is filed as Exhibit 1.1 hereto, both of which are incorporated herein by reference.

This Current Report on Form 8-K shall not constitute an offer to sell or the solicitation of an offer to buy the securities discussed herein, nor shall there be any offer, solicitation, or sale of the securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.

The opinion of Wyrick Robbins Yates & Ponton LLP, the Company’s legal counsel, regarding the validity of the shares of common stock to be offered and sold under the Amended Sales Agreement is filed as Exhibit 5.1 hereto. This opinion is also filed with reference to, and is hereby incorporated by reference into, the Registration Statement.