Inhibikase Therapeutics announced the pricing of an approximately $110 million private placement financing, before deducting placement agent fees and other offering expenses. The Company intends to use the net proceeds from the private placement to finance the initiation of a Phase 2b trial in pulmonary arterial hypertension and for general corporate purposes. The private placement was led by new investor Soleus Capital, with participation from new investors including Sands Capital, Fairmount, Blackstone Multi-Asset Investing, Commodore Capital, Perceptive Advisors, ADAR1 Capital Management, BSQUARED Capital, Nantahala Capital, Stonepine Capital Management and Spruce Street Capital. In connection with and to be effective immediately prior to the closing of this financing, two current members of the Board of Directors, Ms. Gisele Dion and Dr. Paul Grint, will resign and four new directors will join the Company’s board: Roberto Bellini, Amit Munshi, Arvind Kush, and David Canner. In addition, Mr. Bellini will serve as Independent Chairperson of the Board of Directors. The Company is selling an aggregate of 58,310,000 shares of its common stock and, in lieu of common stock to certain investors, pre-funded warrants to purchase up to an aggregate of 21,985,000 shares of common stock, along with accompanying Series A-1 warrants to purchase an aggregate of 40,139,474 shares of common stoc and accompanying Series B-1 warrants to purchase an aggregate of 73,813,529 shares of common stock. The purchase price for each share of common stock and accompanying warrants is $1.37. The pre-funded warrants have an exercise price of $0.001 per share and are exercisable at any time after their original issuance and will not expire. The accompanying Series A-1 and Series B-1 Warrants will become exercisable at the earlier of the 75th calendar day following the initial filing of the resale registration statement covering the resale of the shares of common stock issuable upon the exercise of the warrants, if the United States Securities and Exchange Commission notifies the Company that it will review the resale registration statement and the 5th business day after the date the Company is notified by the SEC that the resale registration statement will not be subject to further review. Each Series A-1 Warrant will be exercisable for approximately 0.5 shares of common stock and will expire 30 days following the later of the date of the Company’s public announcement of the safety and tolerability of IkT-001Pro for PAH and the Company both obtaining stockholder approval to and filing an amendment to its charter to increase the number of authorized shares of common stock to a number of shares of common stock sufficient to allow for the full exercise of the warrants. Each Series B-1 Warrant will be exercisable for approximately 0.92 shares of common stock, will become exercisable by an investor once all of such investor’s A-1 Warrants have been exercised and will expire 30 days following the later of the Company’s public announcement of its Phase 2b efficacy readout for IkT-001Pro with respect to PAH and the Charter Amendment. The Series A-1 Warrants have an exercise price of $1.37 per share and the Series B-1 Warrants have an exercise price of $1.49 per share. The PIPE is expected to close on October 21, 2024, subject to customary closing conditions. Jefferies is acting as the lead placement agent for the private placement. Maxim Group LLC is acting as a co-placement agent.
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