Vaccibody AS (“Vaccibody” or the “Company”), a clinical stage immuno-oncology company, is contemplating to offer new shares (the “Offer Shares”) in a private placement raising gross proceeds of approximately NOK 230 million (the “Private Placement”). The subscription price per Offer Share in the Private Placement (the “Subscription Price”) will be NOK 40.00 per share. The net proceeds from the Private Placement will i.a. be used to
– Conduct a Phase IIa clinical study combining Vaccibody’s product candidate VB10.16 with Roche’s checkpoint inhibitor Atezolizumab
– Prepare for expansion cohorts in Vaccibody’s VB10.NEO cancer neoantigen programme, and initiation of two expansion cohorts
– General corporate purposes
An updated company presentation, including updated preliminary data and status on enrollment, is available on the Company’s web page (http://www.vaccibody.com).
The Company has retained ABG Sundal Collier ASA and Arctic Securities AS as Joint Bookrunners (together, the “Managers”) for the Private Placement.
The bookbuilding period in the Private Placement starts today, 13 February 2019, at 09:00 CET and ends at 16:30 CET on 13 February 2019. The Company may at its sole discretion extend or shorten the bookbuilding period at any time and for any reason.
The minimum application and allocation amount in the Private Placement has been set to the NOK equivalent of EUR 100,000. The Company may, at its sole discretion, allocate Offer Shares for an amount below EUR 100,000 to the extent applicable exemptions from the prospectus requirement pursuant the Norwegian Securities Trading Act and ancillary regulations are available. Allocation of the Offer Shares will be determined after the end of the bookbuilding period, and final allocation will be made by the Company’s Board of Directors at its sole discretion, in consultation with the Managers. Notification of the allocation is expected to be sent by the Managers on or about 14 February 2019.
Completion of the Private Placement by the delivery of the Offer Shares will be subject to (i) final resolutions by the Board, (ii) shareholder approval at the Extraordinary General Meeting in the Company, expected to be held on 21 February 2019 and (iii) the registration of the share capital increase pertaining to the Private Placement with the Norwegian Register of Business Enterprises and issuance of the Offer Shares by the (jointly, the “Conditions”). The Private Placement will be cancelled if the Conditions are not fulfilled, and the Private Placement may be cancelled by the Company in its sole discretion for any other reason.
The payment date for the Private Placement is expected to be on or about 22 February 2019 and the Offer Shares are expected to be delivered following approval to issue the Offer Shares from the Extraordinary General Meeting (“EGM“) in the Company, expected to be held on or about 21 February 2019 and the Offer Shares being registered with the Norwegian Register of Business Enterprises (Foretaksregisteret) and VPS, which is expected on or about 5 March 2019.
The Managers have received indications of interest from existing shareholders and new investors for a substantial part of the offering size, including pre-commitments of NOK 23m from large existing shareholder Datum Invest AS and NOK 11m from P53 Invest AS.
The Company and the Managers reserve the right, at any time and for any reason, to cancel, and/or modify the terms of, the Private Placement. Neither the Managers nor the Company will be liable for any losses incurred by applicants if the Private Placement is cancelled, irrespective of the reason for such cancellation.
The Private Placement is directed towards investors subject to applicable exemptions from relevant prospectus requirements, (i) outside the United States in reliance on Regulation S under the US Securities Act of 1933 (the “US Securities Act”) and (ii) in the United States to “qualified institutional buyers” as defined in Rule 144A under the US Securities Act as well as to major U.S. institutional investors under SEC Rule 15a-6 to the United States Exchange Act of 1934.
For further information, please contact: Martin Bonde, CEO
+45 2025 3560
mbonde@vaccibody.com
About Vaccibody AS
Vaccibody is a clinical-stage biopharmaceutical company dedicated to the discovery and development of novel immunotherapies. The company is a leader in the rapidly developing field of individualized cancer neoantigen vaccines and is using the Vaccibody technology to generate best-in-class therapeutics to treat cancers with a high unmet medical need. A phase I/IIa neoantigen clinical trial is currently enrolling patients with locally advanced or metastatic melanoma, non-small cell lung carcinoma, clear renal cell carcinoma as well as urothelial or squamous cell carcinoma of the head and neck. Vaccibody’s front runner program (VB10.16) is a therapeutic DNA vaccine against HPV16 induced pre-malignancies and malignancies. The first-in-human study (phase I/IIa), which has reported positive 6M interim data, evaluates the safety and immunogenicity of VB10.16 in women with high grade cervical intraepithelial neoplasia (HSIL; CIN 2/3
