- Approximately A$20-A$22 million1 total funding to progress
BNC210 development for the treatment of PTSD and other anxiety and
stress-related disorders (subject to shareholder and FIRB
approvals; exact amount depends upon the take up under entitlement
offer)
- Potential entitlement offer for eligible shareholders
(including eligible retail shareholders) with opportunity to
purchase shares at the same price as Apeiron
Bionomics Limited (ASX: BNO, OTCQB:BNOEF) (Bionomics or
Company), a clinical stage biopharmaceutical company, today
announced that it has entered into a Subscription Agreement, with
Apeiron Investment Group Ltd (Apeiron), the family office of
entrepreneur and founder Christian Angermayer with a strong focus,
amongst others, on life sciences, to recapitalise the Company and
to assist in securing further equity capital (Subscription
Agreement).
Apeiron has made significant investments in several European and
U.S. based biotech companies over the last few years, with a
special focus on the development of novel treatments for various
mental health disorders like treatment-resistant depression,
anxiety and Post Traumatic Stress Disorder (PTSD), all
diseases with a high unmet medical need.
Under the Subscription Agreement, Apeiron agrees to subscribe or
procure subscriptions2 of 135,833,000 Shares at an issue price of
A$0.04 per Share to raise A$5,433,320 (to proceed in two tranches
of 81,500,000 and 54,333,000 shares, the second being subject to
shareholder approval). Apeiron also agrees to underwrite further
capital raisings by Bionomics within a fifteen-month-period from
the Extraordinary General Meeting of Shareholders (EGM) to
be convened, with the effect that Bionomics will raise up to
A$15,000,000 at a minimum issue price of A$0.06 per Share [subject
to Foreign Investment Review Board (FIRB) and shareholder
approvals].
As part of the subscription process with Apeiron, and after
completion of the second tranche, an entitlement offer will be
launched in favour of eligible shareholders (including eligible
retail shareholders) providing the opportunity to purchase in pro
rata up to 54,333,000 shares at A$0.04 per Share and hence at the
same price as the Apeiron subscriptions across the two tranches
(subject to shareholder approvals and completion of the second
tranche).
If shareholder and FIRB approvals are received, the Company
expects to raise approximately A$20.4-A$22 million in aggregate
across several tranches (exact amount depending on take up under
the entitlement offer), which would ensure that the Company has
significant funds to progress Phase 2 clinical trials for the
treatment of PTSD and other anxiety and stress-related disorders
for its lead compound, BNC210, which recently received Fast Track
Designation from the U.S. Food and Drug Administration (FDA)
for the treatment of PTSD.
Upon satisfaction of Aperion’s underwriting obligations, and
subject to the Company raising the additional A$15,000,000, Apeiron
will be granted 150,000,000 Warrants. Every one Warrant grants
Apeiron the right to be issued one further Share in Bionomics at an
exercise price of A$0.06. If all Warrants are issued and exercised,
Bionomics will receive a further A$9,000,000 in the period 15 to 36
months after the EGM.
Bionomics’ Executive Chairman Dr Errol De Souza said “We are
pleased to have secured the support of a world-class and
like-minded life science investor of the quality of Apeiron. I have
no doubt that their expertise in investing in mental health
companies will make a significant contribution to Bionomics as we
continue to progress BNC210 for the treatment of PTSD and other
anxiety and stress-related disorders. The funding will ensure that
we can initiate our second Phase 2b clinical trial in PTSD, which
the Board believes will provide shareholders the best prospects to
realise value in the Company. In the meantime, we will continue to
actively pursue monetisation and potential licensing of all our
assets in order to secure non-dilutive funding and maximise
shareholder value.”
Apeiron founder Mr Christian Angermayer said “PTSD and other
mental health disorders are enormous burdens for those that live
with them. Around 8% of people will develop PTSD at some point in
their lives, and up to 30% will meet the diagnostic criteria for an
anxiety disorder. In short, the unmet need is massive with hundreds
of millions of people suffering from those diseases. Through
Apeiron, I support numerous promising drug candidates, for example
the psychedelics being developed by my biotech platform ATAI Life
Sciences. However, it is important to remember that there is no
such thing as a “one-size-fits-all” drug – we need to think broadly
and creatively. That is why I am enthusiastically supporting
Bionomics as a value-add shareholder. Bionomics’ lead drug BNC210
has already received Fast Track Designation from the FDA and I am
confident of the strong potential of the upcoming Phase 2 PTSD
trial to drive value for both patients and shareholders.”
Further details of the agreement can be found in this ASX
announcement:
https://www.asx.com.au/asxpdf/20200602/pdf/44j9rhvc7v3zr3.pdf
AUTHORISED BY THE BOARD
About Bionomics Limited
Bionomics (ASX: BNO) is a global, clinical stage
biopharmaceutical company leveraging its proprietary platform
technologies to discover and develop a deep pipeline of best in
class, novel drug candidates. Bionomics’ lead drug candidate BNC210
is a novel, proprietary negative allosteric modulator of the
alpha-7 (α7) nicotinic acetylcholine receptor. Beyond BNC210,
Bionomics has a strategic partnership with MSD (known as Merck
& Co in the US and Canada) and a pipeline of pre-clinical ion
channel programs targeting pain, depression, cognition and
epilepsy.
www.bionomics.com.au
Factors Affecting Future Performance
This announcement contains "forward-looking" statements within
the meaning of the United States’ Private Securities Litigation
Reform Act of 1995. Any statements contained in this announcement
that relate to prospective events or developments, including,
without limitation, statements made regarding Bionomics’ drug
candidates (including BNC210), its licensing agreements with MSD
and any milestone or royalty payments thereunder, drug discovery
programs, ongoing and future clinical trials, and timing of the
receipt of clinical data for our drug candidates are deemed to be
forward-looking statements. Words such as "believes,"
"anticipates," "plans," "expects," "projects," "forecasts," "will"
and similar expressions are intended to identify forward-looking
statements.
There are a number of important factors that could cause actual
results or events to differ materially from those indicated by
these forward-looking statements, including unexpected safety or
efficacy data, unexpected side effects observed in clinical trials,
risks related to our available funds or existing funding
arrangements, our failure to introduce new drug candidates or
platform technologies or obtain regulatory approvals in a timely
manner or at all, regulatory changes, inability to protect our
intellectual property, risks related to our international
operations, our inability to integrate acquired businesses and
technologies into our existing business and to our competitive
advantage, as well as other factors. Results of studies performed
on our drug candidates and competitors’ drugs and drug candidates
may vary from those reported when tested in different settings.
1 All references in this release to “A$” are to Australian
dollars 2 Apeiron may procure other persons to subscribe for part
of its subscription obligation with Bionomics’ prior consent.
References in this announcement to Apeiron subscriptions or
shareholdings include subscriptions by and shareholdings of such
persons.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20200602005372/en/
Mr Jack Moschakis Legal Counsel & Company Secretary
Bionomics Limited 31 Dalgleish St, Thebarton, South Australia +61 8
8354 6100, jmoschakis@bionomics.com.au
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