Cortexyme Announces $125 Million Private Placement
February 05 2020 - 8:00PM
Business Wire
Cortexyme, Inc. (Nasdaq: CRTX), a clinical stage
biopharmaceutical company pioneering a novel disease-modifying
therapeutic approach to treat Alzheimer’s and other degenerative
diseases, today announced that it has entered into stock purchase
agreements with a group of institutional investors and an entity
affiliated with a member of the Company’s Board of Directors in
connection with a private placement of its common stock. The
transaction is expected to result in gross proceeds to the Company
of $125 million, before deducting placement agent fees and other
offering expenses. The Company plans to use the net proceeds from
the private placement primarily to advance clinical development, as
well as for general corporate purposes.
The Company will issue 2,500,000 shares of common stock for a
purchase price of $50.00 per share, which was based upon the volume
weighted average price of the Company’s common stock since January
1, 2020, and represents a 9.6% premium to the closing price of the
Company’s common stock on February 5, 2020.
The closing of the private placement is subject to certain
conditions and is expected to occur on Monday, February 10,
2020.
BofA Securities and Jefferies served as placement agents for the
private placement.
The common stock being sold in the private placement have not
been registered under the Securities Act of 1933, as amended, or
any state or other applicable jurisdiction’s securities laws, and
may not be offered or sold in the United States absent registration
or an applicable exemption from such registration requirements. The
Company has agreed to file a registration statement with the
Securities and Exchange Commission registering the resale of the
shares of common stock issued in the private placement.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy the common stock, nor shall there
be any sale of the common stock in any state in which such offer or
sale would be unlawful prior to the registration or qualification
under the securities laws of such state. Any offering of the common
stock under the resale registration statement will only be by means
of a prospectus.
About Cortexyme, Inc.
Cortexyme (Nasdaq: CRTX) is a clinical stage biopharmaceutical
company pioneering a novel disease-modifying therapeutic approach
to treat a key underlying cause of Alzheimer’s disease and other
degenerative diseases. Cortexyme is targeting a specific,
infectious pathogen found in the brain of Alzheimer’s patients and
tied to neurodegeneration and neuroinflammation in animal models.
The company’s lead investigational medicine, COR388, is the subject
of the GAIN trial, an ongoing Phase 2/3 clinical study in patients
with mild to moderate Alzheimer’s disease. More information about
the trial can be found at www.GAINtrial.com.
Forward-Looking Statements
Statements in this press release contain “forward-looking
statements” that are subject to substantial risks and
uncertainties. Forward-looking statements contained in this press
release may be identified by the use of words such as “anticipate,”
“expect,” “believe,” “will,” “may,” “should,” “estimate,”
“project,” “outlook,” “forecast” or other similar words and
include, without limitation, statements regarding use of proceeds
and the completion and timing of the closing of the private
placement. Forward-looking statements are based on Cortexyme’s
current expectations and are subject to inherent uncertainties,
risks and assumptions that are difficult to predict. Further,
certain forward-looking statements are based on assumptions as to
future events that may not prove to be accurate. Factors that could
cause actual results to differ include, but are not limited to, the
risks and uncertainties related the satisfaction of customary
closing conditions related to, and the completion of, the private
placement and other risks and uncertainties that are described in
the section titled “Risk Factors” in the final prospectus related
to Cortexyme’s initial public offering filed with the Securities
and Exchange Commission on May 9, 2019. Forward-looking statements
contained in this press release are made as of this date, and
Cortexyme undertakes no duty to update such information except as
required under applicable law.
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version on businesswire.com: https://www.businesswire.com/news/home/20200205005914/en/
Hal Mackins For Cortexyme, Inc. hal@torchcomllc.com (415)
994-0040
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