On June 30, 2023 CytomX Therapeutics, Inc. (Nasdaq: CTMX), a leader in the field of conditionally activated, localized biologics, reported that it has entered into an agreement with BVF Partners L.P. ("BVF") for a private placement that is expected to result in initial gross proceeds of approximately $30 million (Press release, CytomX Therapeutics, JUN 30, 2023, View Source [SID1234633005]). In the private placement, CytomX is selling pre-funded warrants to purchase up to 14,423,077 shares of common stock, accompanying Tranche 1 warrants to purchase up to 5,769,231 shares of common stock and accompanying Tranche 2 warrants to purchase up to 5,769,231 shares of common stock, at a combined price of $2.08 per share of pre-funded warrant and accompanying common warrants, representing a premium of 25% to volume weighted average price over the prior 30 trading days through June 28, 2023.
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!
Each pre-funded warrant will have an exercise price of $0.00001 per share of common stock, will be exercisable immediately and will be exercisable for 20 years. The accompanying Tranche 1 common warrants will have an exercise price of $4.16 per share of common stock, will be immediately exercisable and expire on July 3, 2025 and the accompanying Tranche 2 common warrants will have an exercise price of $6.24 per share of common stock, will be immediately exercisable and expire on July 3, 2026.
CytomX anticipates aggregate initial gross proceeds from the offering will be approximately $30 million, which are expected to extend the Company’s cash runway into the second half of 2025, based on CytomX’s current operating plan. CytomX also has the potential to receive up to an additional $60 million if all warrants are fully exercised for cash.
"This strategic financing with BVF is based upon an aligned vision that the localization of potent biologic therapies will continue to be a foundational area of oncology research and development and that CytomX’s pipeline has the potential to deliver meaningful products to cancer patients over time. Building on business development transactions with Regeneron and Moderna last year, this transaction further strengthens our financial position by extending cash runway into the second half of 2025 and should enable our next-generation pipeline to reach inflection points over this period," said Sean McCarthy, D.Phil., chief executive officer and chairman of CytomX Therapeutics.
The financing is subject to customary closing conditions and is expected to close on July 3, 2023. The securities to be sold in the private placement, including the shares of common stock underlying the warrants and pre-funded warrants, have not been registered under the Securities Act of 1933, as amended (the "Securities Act"), or any applicable state securities laws, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state security laws. CytomX has agreed to file a registration statement with the U.S. Securities and Exchange Commission (the "SEC") registering the resale of the shares of common stock and the shares of common stock issuable upon exercise of the warrants and the pre-funded warrants to be issued in the private placement.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities described herein, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of such state or jurisdiction.