Aptevo Therapeutics Announces Up To $35 Million Common Stock Purchase Agreement With Lincoln Park Capital
22 December 2018 - 1:00AM
Provides Opportunistic Capital of up to $35 Million to Aptevo
During the 36-month Term of the Agreement
Aptevo Therapeutics Inc. (Nasdaq: APVO), a biotechnology company
focused on developing novel oncology and hematology therapeutics,
announced today that it has entered into a common stock purchase
agreement and registration rights agreement with Lincoln Park
Capital (LPC) Fund, LLC, under which LPC has committed to purchase
up to an aggregate of $35 million in Aptevo’s common stock over a
36-month term.
Under the terms and conditions of the purchase
agreement, and after the filing and effectiveness of a registration
statement registering the shares to be sold to LPC, Aptevo has the
right, in its sole discretion, to sell shares of common stock to
LPC and LPC is obligated to purchase the common stock at times and
amounts as set forth in the purchase agreement. There are no upper
limits on the price per share that LPC could be obligated to
purchase common stock from Aptevo, and the purchase price of any
future shares will be based on the prevailing market prices of
Aptevo’s shares around the time of each sale. Concomitantly, LPC
has agreed not to engage in any direct or indirect short selling or
hedging of Aptevo common stock during the term of the purchase
agreement.
“We’re pleased to reach this agreement with
Lincoln Park Capital which provides enhanced operational
flexibility and the ability to opportunistically access capital at
our discretion under favorable terms, potentially minimizing
dilution to our current shareholders,” said Jeff Lamothe, Chief
Financial Officer. “Capital raised over the next three years under
these agreements may be at potentially higher valuations as we move
toward important upcoming clinical milestones in 2019, including
anticipated top-line preliminary data read-outs from two key
ADAPTIR programs, APVO436 and APVO210, which are being evaluated
for the treatment of acute myeloid leukemia and autoimmune
disorders, respectively. We believe that the combination of our
current cash, IXINITY cash flow, and the proceeds we may elect to
access under these agreements with LPC has strengthened our cash
runway, potentially providing us access to capital through the
second half of 2020. We look forward to reaching these important
milestones over the next several quarters and advancing our
portfolio of innovative ADAPTIR bispecific therapeutics for cancer
and autoimmune diseases.”
No warrants, derivatives, or financial covenants
are associated with the purchase agreement, and the agreement may
be terminated by Aptevo at any time, at its sole discretion,
without any cost or penalty. Aptevo plans to use the proceeds from
the sales to LPC to support the advancement of its next-generation
ADAPTIR bispecific antibody candidates and for working capital and
general corporate purposes. As consideration for entering into
these agreements and committing to purchase up to $35 million in
stock from the Company, Aptevo has issued shares of its common
stock to LPC as a commitment fee and will issue additional
commitment fee shares upon effectiveness of the registration
statement.
A more detailed description of these agreements will be set
forth in Aptevo’s Current Report on Form 8-K, which will be filed
with the SEC.
This press release does not constitute an offer
to sell or a solicitation of an offer to buy the securities in this
offering, nor will there be any sale of these securities in any
jurisdiction in which such offer solicitation or sale are unlawful
prior to registration or qualification under securities laws of any
such jurisdiction.
About Aptevo Therapeutics
Inc.
Aptevo Therapeutics Inc. is a clinical-stage
biotechnology company focused on novel oncology and hematology
therapeutics to meaningfully improve patients’ lives. Aptevo has a
commercial product, IXINITY® coagulation factor IX (recombinant),
approved and marketed in the United States for the treatment of
Hemophilia B, and a versatile core technology – the ADAPTIR™
modular protein technology platform capable of generating
highly-differentiated bispecific antibodies with unique mechanisms
of action to treat cancer or autoimmune diseases. Aptevo has a
broad pipeline of novel investigational-stage bispecific antibody
candidates focused in immuno- oncology and autoimmune disease and
inflammation. For more information, please visit
www.aptevotherapeutics.com
About Lincoln Park Capital Fund,
LLC.
LPC is an institutional investor headquartered
in Chicago, Illinois. LPC’s experienced professionals manage a
portfolio of investments in public and private entities. These
investments are in a wide range of companies and industries
emphasizing life sciences, specialty financing, energy and
technology. LPC’s investments range from multi-year financial
commitments to fund growth to special situation financings to
long-term strategic capital offering companies’ certainty,
flexibility and consistency. For more information, visit
www.lpcfunds.com
Safe Harbor Statement
This press release includes forward-looking
statements within the meaning of the Private Securities Litigation
Reform Act of 1995. Any statements, other than statements of
historical fact, including, without limitation, statements
regarding the anticipated proceeds available to Aptevo under the
share purchase agreement with LPC, the sufficiency of Aptevo’s
funding for planned operations, the anticipated timing of clinical
milestones, Aptevo’s outlook, financial performance or financial
condition, Aptevo’s technology and related pipeline, and any other
statements containing the words “believes,” “expects,”
“anticipates,” “intends,” “plans,” “forecasts,” “estimates,” “will”
and similar expressions are forward-looking statements. These
forward-looking statements are based on Aptevo’s current
intentions, beliefs and expectations regarding future events.
Aptevo cannot guarantee that any forward-looking statement will be
accurate. Investors should realize that if underlying assumptions
prove inaccurate or unknown risks or uncertainties materialize,
actual results could differ materially from Aptevo’s expectations.
Investors are, therefore, cautioned not to place undue reliance on
any forward-looking statement. Any forward-looking statement speaks
only as of the date of this press release, and, except as required
by law, Aptevo does not undertake to update any forward-looking
statement to reflect new information, events or circumstances.
There are a number of important factors that
could cause Aptevo’s actual results to differ materially from those
indicated by such forward-looking statements, including failure to
satisfy conditions necessary for Aptevo to cause LPC to purchase
shares under the share purchase agreement, a deterioration in
Aptevo’s business or prospects; adverse developments in research
and development; adverse developments in the U.S. or global capital
markets, credit markets or economies generally; and changes in
regulatory, social and political conditions. Additional risks and
factors that may affect results are set forth in Aptevo’s filings
with the Securities and Exchange Commission, including its most
recent Annual Report on Form 10-K, as filed on March 13, 2018 and
its subsequent reports on Form 10-Q and current reports on Form
8-K. The foregoing sets forth many, but not all, of the factors
that could cause actual results to differ from Aptevo’s
expectations in any forward-looking statement.
Source:
Aptevo Therapeutics Stacey JurchisonSenior Director, Investor
Relations and Corporate Communications 206-859-6628 /
JurchisonS@apvo.com
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