Chemomab Therapeutics Ltd. (Nasdaq: CMMB) (“Chemomab” or the
“Company”), a clinical stage biotechnology company developing
innovative therapeutics for fibro-inflammatory diseases with high
unmet need, today announced that it has entered into a securities
purchase agreement for a private investment in public equity
("PIPE") that is expected to result in gross proceeds of
approximately $10 million to the Company, before
deducting capital market advisor fees and offering expenses.
The PIPE included participation from both new investors,
including HBM Healthcare Investments and Sphera Biotech Master
Fund LP, and existing investors. Chemomab expects that the net
proceeds from the PIPE will extend its cash runway to fund its
operations through the beginning of 2026, an extension of
approximately one year from current projections, which should fund
the Company for approximately one year after the completion of two
major milestones expected in early 2025.
Pursuant to the terms of the securities purchase agreement, the
Company is selling to certain investors (i) 4,188,867 American
Depositary Shares (“ADSs”), each representing twenty (20) ordinary
shares of the Company, no par value per share, at a purchase price
of $1.235 per share which reflects the average share price on the
Nasdaq for the last 4 trading days and (ii), in lieu of ADSs,
pre-funded warrants (the “Pre-Funded Warrants”) to purchase up to
3,908,300 ADSs at a price per Pre-Funded Warrant of $1.235. The
Pre-Funded Warrants have an exercise price of $0.0001 per ADS, are
immediately exercisable and remain exercisable until exercised in
full. The PIPE is expected to close on or about July 26, 2024,
subject to satisfaction of customary closing conditions.
The Company intends to use the net proceeds from the PIPE,
together with the Company's existing cash and cash equivalents, to
fund its development programs for CM-101, and for general corporate
purposes and working capital.
Oppenheimer & Co. Inc. is acting as Capital Markets Advisor
to the Company for the PIPE. Other Advisors included Maxim Group
and LifeSci Capital.
The offer and sale of the foregoing securities 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, and may not be reoffered or resold in the United
States except pursuant to an effective registration statement
or an applicable exemption from the registration requirements.
Concurrently with the execution of the securities purchase
agreement, the Company and the investors entered into a
registration rights agreement pursuant to which the Company has
agreed to file a registration statement with the Securities and
Exchange Commission (the "SEC") registering the resale of the ADSs,
including ADSs issuable upon exercise of the Pre-Funded Warrants,
purchased in the PIPE.
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy these securities, nor shall there
be any sale of these securities in any state or other jurisdiction
in which such offer, solicitation or sale would be unlawful prior
to the registration or qualification under the securities laws of
any such state or other jurisdiction.
Forward Looking Statements This press release
contains forward-looking statements within the meaning of the “safe
harbor” provisions of the Private Securities Litigation Reform Act
of 1995 that involve substantial risks and uncertainties, in
particular, the statements regarding the PIPE and expected gross
proceeds, the expected use of the proceeds from the PIPE and our
resulting cash runway. All statements other than statements of
historical facts contained in this presentation, including
statements regarding our future financial condition, results of
operations, business strategy and plans, and objectives of
management for future operations, as well as statements regarding
industry trends, are forward-looking statements. In some cases, you
can identify forward-looking statements by terminology such as
“estimate,” “intend,” “may,” “plan,” “potentially” “will” or the
negative of these terms or other similar expressions. We have
based these forward-looking statements largely on our current
expectations and projections about future events and trends that we
believe may affect our financial condition, results of operations,
business strategy and financial needs. These forward-looking
statements are subject to a number of risks, uncertainties and
assumptions, including, among other things: the risk that the full
data set from the CM-101 study or data generated in further
clinical trials of CM-101 will not be consistent with the topline
results of the CM-101 Phase 2 PSC trial; failure to obtain, or
delays in obtaining, regulatory approvals for CM-101 in the U.S.,
Europe or other territories; failure to successfully commercialize
CM-101, if approved by applicable regulatory authorities, in the
U.S., Europe or other territories, or to maintain U.S., European or
other territory regulatory approval for CM-101 if approved;
uncertainties in the degree of market acceptance of CM-101 by
physicians, patients, third-party payors and others in the
healthcare community; inaccuracies in the Company's estimates of
the size of the potential markets for CM-101 or in data the Company
has used to identify physicians; expected rates of patient uptake,
duration of expected treatment, or expected patient adherence or
discontinuation rates; development of unexpected safety or efficacy
concerns related to CM-101; failure to successfully conduct future
clinical trials for CM-101, including due to the Company's
potential inability to enroll or retain sufficient patients to
conduct and complete the trials or generate data necessary for
regulatory approval, among other things; risks that the Company's
clinical studies will be delayed or that serious side effects will
be identified during drug development; failure of third parties on
which the Company is dependent to manufacture sufficient quantities
of CM-101 for commercial or clinical needs, to conduct the
Company's clinical trials, or to comply with the Company's
agreements or laws and regulations that impact the Company's
business or agreements with the Company; the strength and
enforceability of the Company’s intellectual property rights or the
rights of third parties; the cost and potential reputational damage
resulting from litigation to which the Company may become a party,
including product liability claims; changes in laws and regulations
applicable to the Company's business and failure to comply with
such laws and regulations; business or economic disruptions due to
catastrophes or other events, including natural disasters or public
health crises; and inability to repay the Company's existing
indebtedness and uncertainties with respect to the Company's need
and ability to access future capital; and the intensity and
duration of the current war in Israel, and its impact on our
operations in Israel. These risks are not exhaustive. You should
carefully consider the risks and uncertainties described in the
“Risk Factors” sections of our 20-F for the year ended December 31,
2023. New risk factors emerge from time to time, and it is not
possible for our management to predict all risk factors, nor can we
assess the impact of all factors on our business or the extent to
which any factor, or combination of factors, may cause actual
results to differ materially from those contained in, or implied
by, any forward-looking statements. You should not rely upon
forward-looking statements as predictions of future events.
Although we believe that the expectations reflected in the
forward-looking statements are reasonable, we cannot guarantee
future results, levels of activity, performance or achievements.
Except as required by law, we undertake no obligation to update
publicly any forward-looking statements for any reason after the
date of this presentation. This presentation shall 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
state or jurisdiction in which such offer, solicitation, or sale
would be unlawful prior to registration or qualification under the
securities law of any such state or jurisdiction.
About Chemomab Therapeutics Ltd. Chemomab is a
clinical stage biotechnology company developing innovative
therapeutics for fibro-inflammatory diseases with high unmet need.
Based on the unique and pivotal role of CCL24 in promoting fibrosis
and inflammation, Chemomab developed CM-101, a monoclonal antibody
that neutralizes CCL24 activity. In clinical and preclinical
studies, CM-101 has been shown to have a favorable safety profile
and has been generally well-tolerated to date, with the potential
to treat multiple severe and life-threatening fibro-inflammatory
diseases. Chemomab has reported positive results from four clinical
trials of CM-101, including a Phase 2 trial in patients with
primary sclerosing cholangitis, a Phase 2a liver fibrosis trial in
patients with metabolic-dysfunction-associated-steatohepatitis, a
Phase 1b study in patients with metabolic dysfunction–associated
fatty liver disease and an investigator-initiated study in patients
with severe lung injury. Chemomab’s CM-101 program for the
treatment of systemic sclerosis is Phase 2-ready with an open U.S.
IND.
Contact:
Media & Investors:Chemomab
TherapeuticsBarbara LindheimConsulting Vice PresidentInvestor &
Public Relations, Strategic CommunicationsPhone: +1
917-355-9234barbara.lindheim@chemomab.com IR@chemomab.com
Chemomab Therapeutics (NASDAQ:CMMB)
Gráfica de Acción Histórica
De Jun 2024 a Jul 2024
Chemomab Therapeutics (NASDAQ:CMMB)
Gráfica de Acción Histórica
De Jul 2023 a Jul 2024