Evaxion Biotech Announces Private Placement Financing
20 December 2023 - 1:25AM
Evaxion Biotech A/S (NASDAQ: EVAX) (“Evaxion” or the “Company”), a
clinical-stage TechBio company specializing in developing
AI-Immunology™ powered vaccines, is pleased to announce a
private placement (the “Private Placement”) financing to raise
gross proceeds of approximately $5.3 million. The Private Placement
includes participation from existing and new shareholders, with the
largest new shareholder being MSD Global Health Innovation Fund
(MSD GHI), a corporate venture capital arm of Merck & Co.,
Inc., Rahway, NJ, USA, accounting for some 25% of the total
offering amount. Further, the Private Placement includes
significant participation by all members of the Company’s
management and the Company’s board of directors.
Christian Kanstrup, CEO of Evaxion Biotech,
says, “This Private Placement is an important step in our long-term
financing strategy, and I am very pleased to see the mix of
existing as well as new shareholders joining us. Further, I am
excited to welcome MSD GHI as a shareholder of the Company. We
believe that the broad participation in our Private Placement
clearly shows the belief in our refined strategy with a strong
focus on value realization.”
Pursuant to the Private Placement, the Company
has entered into definitive agreements for the issuance and sale of
9,726,898 of the Company’s ordinary shares, DKK 1 nominal value
(“Ordinary Shares”), represented by American Depositary Shares
(“ADSs”), and accompanying warrants (the “Warrants”) to purchase up
to 9,726,898 Ordinary Shares represented by ADSs at a purchase
price of $0.544 per Ordinary Share for an aggregate purchase price
of $5.3 million. The Warrants are exercisable immediately upon
issuance, have a term of three years, and an exercise price equal
to $0.707 per Ordinary Share. Each Ordinary Share is represented by
one (1) ADS.
The Private Placement is expected to close on or
about December 21, 2023, subject to the satisfaction of customary
closing conditions. No brokerage, finder’s fees, or commissions
were payable by the Company in connection with the Private
Placement.
The gross proceeds from the Private Placement
are expected to be approximately $5.3 million before deducting
offering expenses payable by the Company. The Company intends to
use the proceeds from the Private Placement for working capital and
general corporate purposes.
The securities described above were offered to
institutional accredited investors, qualified institutional buyers,
and other accredited investors in a Private Placement under Section
4(a)(2) of the Securities Act of 1933, as amended (the “Act”)
and/or Rule 506(b) of Regulation D promulgated thereunder and have
not been registered under the Act or applicable state securities
laws. Accordingly, the securities may not be offered or sold in the
United States absent registration with the Securities and Exchange
Commission (the “SEC”) or an applicable exemption from such
registration requirements. The Company has agreed to file a
registration statement with the SEC for the resale of Ordinary
Shares represented by ADSs and the Ordinary Shares represented by
ADSs underlying Warrants issued in the Private Placement. All
members of the Company’s management and board of directors have
agreed to a lock-up period of 180 days from the effective date of
such registration statement.
This press release does not constitute an offer
to sell or the solicitation of an offer to buy any of the
securities described herein, nor shall there be any sale of these
securities in any state or other jurisdiction in which such an
offer, solicitation, or sale would be unlawful prior to
registration or qualification under the securities laws of any such
state or other jurisdiction.
About EVAXION
Evaxion Biotech A/S is a pioneering TechBio
company based upon its AI platform, AI-Immunology™. Evaxion’s
proprietary and scalable AI prediction models harness the power of
artificial intelligence to decode the human immune system and
develop novel immunotherapies for cancer, bacterial diseases, and
viral infections. Based upon AI-Immunology™, Evaxion has developed
a clinical-stage oncology pipeline of novel personalized vaccines
and a preclinical infectious disease pipeline in bacterial and
viral diseases with high unmet medical needs. Evaxion is committed
to transforming patients’ lives by providing innovative and
targeted treatment options. For more information about Evaxion and
its groundbreaking AI-Immunology™ platform and vaccine pipeline,
please visit our website.
Forward-Looking
Statement
This announcement contains forward-looking
statements within the meaning of Section 27A of the Securities
Act of 1933, as amended, and Section 21E of the Securities Exchange
Act of 1934, as amended. The words “target,” “believe,”
“expect,” “hope,” “aim,” “intend,” “may,” “might,” “anticipate,”
“contemplate,” “continue,” “estimate,” “plan,” “potential,”
“predict,” “project,” “will,” “can have,” “likely,” “should,”
“would,” “could,” and other words and terms of similar
meaning identify forward-looking statements. Actual
results may differ materially from those indicated by such
forward-looking statements as a result of various factors,
including, but not limited to, risks related to: our financial
condition and need for additional capital; our development work;
cost and success of our product development activities and
preclinical and clinical trials; commercializing any approved
pharmaceutical product developed using our AI platform technology,
including the rate and degree of market acceptance of our product
candidates; our dependence on third parties including for conduct
of clinical testing and product manufacture; our inability to enter
into partnerships; government regulation; protection of our
intellectual property rights; employee matters and managing growth;
our ADSs and ordinary shares, the impact of international
economic, political, legal, compliance, social and business
factors, including inflation, and the effects on our business
from the worldwide ongoing COVID-19 pandemic and the ongoing
conflict in the region
surrounding Ukraine and Russia and the Middle
East; and other uncertainties affecting our business
operations and financial condition. For a further discussion
of these risks, please refer to the risk factors included in our
most recent Annual Report on Form 20-F and other
filings with the U.S. Securities and Exchange Commission
(SEC), which are available
at www.sec.gov. We do not assume any
obligation to update any forward-looking statements except as
required by law.
Contact Information
Evaxion Biotech A/S
Christian Kanstrup
Chief Executive Officer
cka@evaxion-biotech.com
Source: Evaxion Biotech
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