IMUNON Announces $10 Million Registered Direct Offering Priced At-The-Market under Nasdaq Rules
July 31 2024 - 8:00AM
IMUNON, Inc. (NASDAQ: IMNN), a clinical-stage company in late-stage
development with its DNA-mediated immunotherapy, today announced
that it has entered into definitive securities purchase agreements
for a registered direct offering of its common stock priced
at-the-market under Nasdaq rules. In a concurrent private placement
and also pursuant to the securities purchase agreements, the
Company has agreed to issue to the investors unregistered warrants
to purchase shares of common stock. Upon the closing of the
offering, which is anticipated to occur on or about August 1, 2024,
the Company expects to receive gross proceeds of $10 million,
before deducting placement agent fees and other offering expenses
payable by the Company. The closing of the offering is subject to
customary closing conditions.
H.C. Wainwright & Co. is acting as the lead
placement agent for the offering. Brookline Capital Markets, a
division of Arcadia Securities, LLC, is acting as co-placement
agent.
Pursuant to the terms of the securities purchase
agreements, the Company is selling an aggregate of 5,000,000
registered shares of its common stock, together with unregistered
warrants to purchase up to 5,000,000 shares of its common stock, at
a purchase price of $2.00 per share and accompanying warrant. The
warrants will have an exercise price of $2.00 per share and will be
exercisable immediately for a term of five and one-half years
following the date of issuance.
The Company intends to use the net proceeds from
the financing for working capital and general corporate
purposes.
The shares of common stock offered in the
registered direct offering are being offered and sold by the
Company pursuant to a “shelf” registration statement on Form S-3
(Registration No. 333-279425), including a base prospectus,
previously filed with the Securities and Exchange Commission
(“SEC”) on May 15, 2024 and declared effective by the SEC on May
22, 2024. The offering of the shares of common stock to be issued
in the registered direct offering are being made only by means of a
prospectus supplement that forms a part of the registration
statement. A final prospectus supplement and an accompanying base
prospectus relating to the registered direct offering will be filed
with the SEC and will be available on the SEC’s website located at
http://www.sec.gov. Electronic copies of the final prospectus
supplement and accompanying base prospectus may also be obtained,
when available, by contacting H.C. Wainwright & Co., LLC at 430
Park Avenue, 3rd Floor, New York, NY 10022, by phone at (212)
856-5711 or e-mail at placements@hcwco.com.
The offer and sale of the warrants in the
private placement are being made in a transaction not involving a
public offering, and the securities have not been registered under
the Securities Act of 1933, as amended, or state securities laws
and may not be offered or sold in the United States absent
registration with the SEC or an applicable exemption from such
registration requirements.
This press release does not constitute an offer
to sell or the solicitation of an offer to buy these securities,
nor shall there be any sale of these securities in any jurisdiction
in which such offer, solicitation or sale would be unlawful prior
to the registration or qualification under the securities laws of
any such jurisdiction.
About IMUNON
IMUNON is a clinical-stage biotechnology company
focused on advancing a portfolio of innovative treatments that
harness the body’s natural mechanisms to generate safe, effective
and durable responses across a broad array of human diseases,
constituting a differentiating approach from conventional
therapies. IMUNON is developing its non-viral DNA technology across
its modalities. The first modality, TheraPlas®, is developed for
the coding of cytokines and other therapeutic proteins in the
treatment of solid tumors where an immunological approach is deemed
promising. The second modality, PlaCCine®, is developed for the
delivery of DNA-coded viral antigens that can elicit a strong
immunological response.
The Company’s lead clinical program, IMNN-001,
is a DNA-based immunotherapy for the localized treatment of
advanced ovarian cancer currently in Phase 2 development. IMNN-001
works by instructing the body to produce safe and durable levels of
powerful cancer-fighting molecules, such as IL-12 and interferon
gamma, at the tumor site. IMUNON will continue to leverage these
modalities and to advance the technological frontier of plasmid DNA
to better serve patients with difficult-to-treat conditions, and to
further strengthen IMUNON’s balance sheet through attractive
business development opportunities. For more information, please
visit www.imunon.com.
Forward-Looking Statements
IMUNON wishes to inform readers that
forward-looking statements in this news release are made pursuant
to the “safe harbor” provisions of the Private Securities
Litigation Reform Act of 1995. All statements, other than
statements of historical fact, including, but not limited to,
statements regarding the closing of the offering, expectations
regarding the use of proceeds from the offering, and the Company’s
plans and expectations with respect to its development programs,
are forward-looking statements. We generally identify
forward-looking statements by using words such as “may,” “will,”
“expect,” “plan,” “anticipate,” “estimate,” “intend” and similar
expressions (as well as other words or expressions referencing
future events, conditions or circumstances). Readers are cautioned
that such forward-looking statements involve risks and
uncertainties including, without limitation, risks and
uncertainties related to market conditions and satisfaction of
customary closing conditions in the offering, uncertainties
relating to unforeseen changes in the course of research and
development activities and in clinical trials, including the fact
that interim results are not necessarily indicative of final
results; the uncertainties of and difficulties in analyzing interim
clinical data; the significant expense, time and risk of failure of
conducting clinical trials; the need for IMUNON to evaluate its
future development plans; possible actions by customers, suppliers,
competitors or regulatory authorities; and other risks detailed
from time to time in IMUNON’s filings with the SEC. IMUNON assumes
no obligation, except to the extent required by law, to update or
supplement forward-looking statements that become untrue because of
subsequent events, new information or otherwise.
Contacts: |
|
IMUNON |
LHA Investor Relations |
David Gaiero |
Kim Sutton Golodetz |
978-376-6352 |
212-838-3777 |
dgaiero@imunon.com |
kgolodetz@lhai.com |
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