Evaxion Biotech A/S (NASDAQ: EVAX) (“Evaxion” or the “Company”), a
clinical-stage TechBio company specializing in developing
AI-Immunology™ powered vaccines, today announced the closing
of its previously announced private placement (the “Private
Placement”) with a gross proceed of $5.3 million. The Private
Placement included 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 aggregate offering amount. Further, the Private
Placement included significant participation by all members of the
Company’s management and the Company’s board of directors.
“I’m thrilled by the successful completion of
this Private Placement. We believe that the investment reflects the
trust investors place in Evaxion’s intrinsic value, strategic
direction, and future potential. The transaction is an important
part of our long-term financing strategy. We are proud to welcome
MSD GHI as a new partner and look forward to collaborating closely
with the experienced team of MSD GHI”, Christian Kanstrup, CEO of
Evaxion, commented.
The closing of the Private Placement related to
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
was priced at-the-market under Nasdaq rules.
The gross proceeds to the Company from the
Private Placement are expected to be approximately $5.3 million,
and up to an additional $6.8 million of gross proceeds upon cash
exercise of the Warrants 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. No brokerage, finder’s fees, or commissions were payable
by the Company in connection with the Private Placement.
The Private Placement was subject to the
satisfaction of customary closing conditions and closed on December
21, 2023. Following the closing of the Private Placement, the
outstanding number of the Company’s Ordinary Shares is
37,897,780.
In connection with the Private Placement, the
Company entered into a registration rights agreement with the
Purchasers dated as of December 19, 2023, pursuant to which the
Company agreed to prepare and file an initial registration
statement (the “Registration Statement”) with the Securities and
Exchange Commission (the “SEC”) registering the resale of the
Ordinary Shares represented by ADSs and the Ordinary Shares
represented by ADSs issuable upon the exercise of the Warrants. 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.
The Company has granted the Purchasers customary
indemnification rights in connection with the Registration
Statement. The Purchasers have also been given the Company’s
customary indemnification rights in connection with the
Registration Statement.
The securities described above were offered in a
Private Placement to institutional accredited investors, qualified
institutional buyers, and other accredited investors 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 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. The Warrants will not be registered for resale under the
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.
Source: Evaxion Biotech A/S
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
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