Athersys, Inc. (Nasdaq: ATHX), (“Athersys” or the
“Company”) a cell therapy and regenerative medicine company
developing MultiStem® (invimestrocel) for critical care
indications, announces it has entered into a warrant exercise
inducement offer letter to raise gross proceeds of up to
approximately $3.9 million from the exercise of 28,124,590 warrants
and received the first tranche payment of $1.5 million from HEALIOS
K.K. (“Healios”) under the acute respiratory distress syndrome
(“ARDS”) global license.
On October 11, 2023, Athersys entered into a warrant exercise
inducement offer letter (the “Inducement Letter”) with a holder of
certain existing warrants (“Holder”) to receive new warrants to
purchase up to a number of shares of common stock equal to 200%
(the “Inducement Warrants”) of the number of warrant shares issued
pursuant to the exercise of such certain existing warrants to
purchase shares of common stock (the “Existing Warrants”) pursuant
to which the Holder agreed to exercise for cash their Existing
Warrants to purchase up to 28,124,590 shares of the Company’s
common stock, at a reduced exercise price of $0.1395 per share (the
“Reduced Exercise Price”). The closing of this transaction occurred
on October 16, 2023. The Company engaged A.G.P./Alliance Global
Partners (“AGP”) to act as its financial advisor in connection with
the transactions summarized above and will pay AGP a fee of
$275,000.
On October 12, 2023, the Company received a payment of $1.5
million per the recently executed Memorandum of Understanding
(“MOU”) with Healios for global rights to develop and commercialize
MultiStem for the treatment of ARDS. Under the terms of the MOU,
Athersys expects to receive additional near-term payments totaling
between $1.5 million and $3 million and may receive up to $150
million in potential development and sales milestones and
additional royalties.
Net proceeds from the exercise of the Existing Warrants and the
ARDS license with Healios will extend the Company’s liquidity to
continue to explore strategic alternatives.
Athersys has engaged Outcome Capital (“Outcome”), a life
sciences and healthcare advisory and strategic investment banking
firm, to assist the Company with evaluating strategic alternatives,
which could include, without limitation, exploring the potential
for a possible merger, business combination, investment into the
Company, or a purchase, license, or other acquisition of assets
with the goal of maximizing shareholder value. This process may not
result in any transaction and the Company does not intend to
disclose additional details unless and until it has entered into a
specific transaction. However, in the event Athersys is unable to
enter into a strategic transaction or obtain adequate financing, it
expects to have to file for protection under the bankruptcy laws to
allow the Company to conduct an orderly wind down of
operations.
About MultiStem®
MultiStem® (invimestrocel) cell therapy is a patented
regenerative medicine product in clinical development that has
shown the ability to promote tissue repair and healing in a variety
of ways, such as through the production of therapeutic factors in
response to signals of inflammation and tissue damage. MultiStem®
therapy’s potential for multidimensional therapeutic impact
distinguishes it from traditional biopharmaceutical therapies
focused on a single mechanism of benefit. The therapy represents a
unique "off-the-shelf" stem cell product that can be manufactured
in a scalable manner, may be stored for years in frozen form and is
administered without tissue matching or the need for immune
suppression. Based upon its efficacy profile, its novel mechanisms
of action and a favorable and consistent tolerability demonstrated
in clinical studies, we believe that MultiStem® therapy could
provide a meaningful benefit to patients, including those suffering
from serious diseases and conditions with unmet medical need.
About Athersys
Athersys is a biotechnology company engaged in the discovery and
development of therapeutic product candidates designed to extend
and enhance the quality of human life. Athersys is developing its
MultiStem® cell therapy product, a patented, adult-derived
“off-the-shelf” stem cell product, initially for disease
indications in the neurological, inflammatory and immune, and other
critical care indications and has several ongoing clinical trials
evaluating this potential regenerative medicine product. Athersys
has forged strategic partnerships and a broad network of
collaborations to further advance MultiStem cell therapy toward
commercialization. Investors and others should note that we may
post information about Athersys on our website at www.athersys.com
and/or on our accounts on Twitter, Facebook, LinkedIn or other
social media platforms. It is possible that the postings could
include information deemed to be material information. Therefore,
we encourage investors, the media and others interested in Athersys
to review the information we post on our website at
www.athersys.com and on our social media accounts. Follow Athersys
on Twitter at www.twitter.com/athersys. Information that we may
post about Athersys on our website and/or on our accounts on
Twitter, Facebook, LinkedIn or other social media platforms may
contain forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995 that involve risks
and uncertainties. You should not place undue reliance on
forward-looking statements contained on our website and/or on our
accounts on Twitter, Facebook, LinkedIn or other social media
platforms, and we undertake no obligation to publicly update
forward-looking statements, whether as a result of new information,
future events or otherwise.
About Outcome Capital
Outcome Capital is a unique and highly specialized life sciences
advisory and investment banking firm, providing innovative
companies with a value-added, market-aligned approach to mergers
& acquisitions, partnering, financing and strategic advisory.
The firm uses its proven ‘strategy-led execution’ approach to value
enhancement by assisting management teams and their boards in
navigating both financial and strategic markets and implementing
the best path for success. Outcome Capital’s strength stems from
its multi-disciplinary team consisting of industry veterans who
draw from their wide range of scientific, operational, strategic,
and transactional expertise across the value chain, and broad
industry network and relationships. Comprised of former CEOs,
PhD/MD level scientists and clinicians, business development
executives, and experienced commercialization experts, our team is
driven to propel innovation from bench to bedside. Outcome Capital,
Member FINRA/SIPC
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of 1995
that involve risks and uncertainties. These forward-looking
statements relate to, among other things, the anticipated use of
grant funding, the anticipated completion of any study or studies
funded using grant funding, the anticipated outcome of any study or
studies funded using grant funding, our growth strategy, and our
future financial performance, including our operations, economic
performance, financial condition, prospects, and other future
events. We have attempted to identify forward-looking statements by
using such words as “anticipates,” “believes,” “can,” “continue,”
“could,” “estimates,” “expects,” “intends,” “may,” “plans,”
“potential,” “should,” “suggest,” “will,” or other similar
expressions. These forward-looking statements are only predictions
and are largely based on our current expectations. In addition, a
number of known and unknown risks, uncertainties, and other factors
could affect the accuracy of these statements. Some of the more
significant known risks that we face are the risk that we will be
unable to raise capital to fund our operations in the near term and
long term, including our ability to obtain funding through public
or private equity offerings, debt financings, collaborations and
licensing arrangements or other sources, on terms acceptable to us
or at all, and to continue as a going concern. The following risks
and uncertainties may cause our actual results, levels of activity,
performance, or achievements to differ materially from any future
results, levels of activity, performance, or achievements expressed
or implied by these forward-looking statements: our ability to
raise capital to fund our operations in the near term and long
term, including our ability to obtain funding through public or
private equity offerings, debt financings, collaborations and
licensing arrangements or other sources, on terms acceptable to us
or at all, and to continue as a going concern; our collaborators’
ability and willingness to continue to fulfill their obligations
under the terms of our collaboration agreements and generate sales
related to our technologies; the possibility of unfavorable results
from ongoing and additional clinical trials involving MultiStem;
the risk that positive results in a clinical trial may not be
replicated in subsequent or confirmatory trials or success in an
early stage clinical trial may not be predictive of results in
later stage or large scale clinical trials; our ability to
successfully license our SIFU technology; our ability to regain and
maintain compliance with the Nasdaq continued listing requirements;
the timing and nature of results from MultiStem clinical trials,
including the MASTERS-2 Phase 3 clinical trial evaluating the
administration of MultiStem for the treatment of ischemic stroke;
our ability to meet milestones and earn royalties under our
collaboration agreements, including the success of our
collaboration with Healios; the MATRICS-1 clinical trial being
conducted with The University of Texas Health Science Center at
Houston evaluating the treatment of patients with serious traumatic
injuries; the availability of product sufficient to meet our
clinical needs and potential commercial demand following any
approval; the possibility of delays in, adverse results of, and
excessive costs of the development process; our ability to
successfully initiate and complete clinical trials of our product
candidates; the possibility of delays, work stoppages or
interruptions in manufacturing by third parties or us, such as due
to material supply constraints, contamination, operational
restrictions due to COVID-19 or other public health emergencies,
labor constraints, regulatory issues or other factors that could
negatively impact our trials and the trials of our collaborators;
uncertainty regarding market acceptance of our product candidates
and our ability to generate revenues, including MultiStem cell
therapy for neurological, inflammatory and immune, cardiovascular
and other critical care indications; changes in external market
factors; changes in our industry’s overall performance; changes in
our business strategy; our ability to protect and defend our
intellectual property and related business operations, including
the successful prosecution of our patent applications and
enforcement of our patent rights, and operate our business in an
environment of rapid technology and intellectual property
development; our possible inability to realize commercially
valuable discoveries in our collaborations with pharmaceutical and
other biotechnology companies; the success of our efforts to enter
into new strategic partnerships and advance our programs; our
possible inability to execute our strategy due to changes in our
industry or the economy generally; changes in productivity and
reliability of suppliers; the ability to execute our strategic
review process; the success of our competitors and the emergence of
new competitors; and the risks mentioned elsewhere in our Annual
Report on Form 10-K for the year ended December 31, 2022 under Item
1A, “Risk Factors” and our other filings with the U.S. Securities
and Exchange Commission. You should not place undue reliance on
forward-looking statements, and we undertake no obligation to
publicly update forward-looking statements, whether as a result of
new information, future events or otherwise.
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version on businesswire.com: https://www.businesswire.com/news/home/20231016359283/en/
Athersys, Inc. Investor Relations ir@athersys.com LHA
Investor Relations Tirth T. Patel tpatel@lhai.com
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