BOSTON, June 30, 2022 (GLOBE NEWSWIRE) — X4 Pharmaceuticals, Inc. (XFOR), a leader in the discovery and development of novel small molecule therapies targeting CXCR4 to benefit people with rare immune system disorders, has announced today that it has agreed to sell an aggregate of 50,925,365 common shares (or pre-funded warrants in lieu thereof) and warrants to purchase an aggregate of 50,925,365 common shares, at certain accredited institutional investors in a private investment in public equity financing (PIPE) . X4 anticipates that gross proceeds from the PIPE will be approximately $55 million, before deducting placement agent fees and other estimated offering costs payable by the Company. Closing of the financing is expected to occur on or about July 6, 2022, subject to customary closing conditions.
In addition, on June 30, 2022, concurrent with the execution of the PIPE, X4 entered into an amendment to its loan and guarantee agreement with Hercules Capital Inc. to extend the interest-only period of its loan facility until twelve months (until 2024), subject to the achievement of certain financial and commercial milestones. This amendment results in a potential cash burn reduction of X4 of $20 million over the interest-only period.
Pursuant to the terms of the Securities Purchase Agreement, upon closing of the PIPE, X4 will issue a total of 50,925,365 Common Shares (or pre-funded warrants in lieu) and warrants to purchase a total of 50,925,365 ordinary shares. The purchase price per share and accompanying warrant is $1.095 (or $1.094 per pre-funded warrant and accompanying warrant). The warrants will have an exercise price per share of $1.095 and may be exercised at any time from the closing date until the fifth anniversary of the closing date. The price per share and accompanying warrant were based in part on the last reported sale price of the common stock on the Nasdaq Capital Market. If exercised for cash, the Warrants would generate additional gross proceeds for X4 of up to approximately $55 million.
X4 plans to use these funds to continue the clinical development and commercialization of its lead candidate, mavorixafor, as well as for commercial development activities, working capital and general corporate purposes.
The PIPE funding included participation from new investors, including co-lead investor New Enterprise Associates (NEA), Acorn Bioventures and Lumira Ventures, as well as existing investors, including co-lead investor Bain Capital Life Sciences, OrbiMed, AXA Investment Managers and Hercules Capital, Inc (: HTGC). Stifel served as sole placement agent for the financing. B. Riley Securities and HC Wainwright & Co. acted as financial advisors to X4 in connection with the financing.
The securities sold in this financing are being made in a non-public offering transaction and have not been registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States only pursuant to an effective registration statement. or an applicable exemption from the registration requirements. X4 has agreed to file a registration statement with the Securities and Exchange Commission recording the resale of the common stock and common stock underlying the pre-funded warrants and accompanying warrants sold in connection with this financing . As part of the PIPE, the Company has agreed to call a special meeting of its shareholders no later than 90 days after closing to seek approval for an increase in the number of its authorized common shares.
This press release does not constitute an offer to sell or a solicitation of an offer to buy these securities, and there will be no sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction.
About X4 Pharmaceuticals, Inc.
X4 Pharmaceuticals is a late-stage clinical biopharmaceutical company leading the discovery and development of novel therapies for people with rare immune system diseases. The company’s lead candidate is mavorixafor, a first-order small molecule CXCR4 chemokine receptor antagonist that is being developed as a once-daily oral therapy. Due to the ability of mavorixafor to antagonize CXCR4 and enhance healthy maturation and white blood cell trafficking, X4 believes that mavorixafor has the potential to provide therapeutic benefits in a wide variety of diseases, including primary immunodeficiencies ( PID) and certain types of cancer. Mavorixafor has already demonstrated clinical potential in a phase 2 trial in people with WHIM syndrome, a rare PID. Its efficacy and safety continue to be evaluated in a global Phase 3 clinical trial in WHIM (fully enrolled) and in two Phase 1b clinical trials – one, as monotherapy in people with chronic neutropenia, including congenital neutropenia severe (SCN), and another in combination with ibrutinib in people with Waldenstrom’s macroglobulinemia (also fully enrolled). X4 continues to leverage its knowledge of CXCR4 biology at its headquarters in Boston, Massachusetts, and at its research center in Vienna, Austria, to discover and develop additional product candidates.
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. These statements can be identified by the words “may”, “will”, “could”, “should”, “should”, “expect”, “plan”, “anticipate”, “intend”. , “believes”, “esteems”. ‘, ‘predict’, ‘project’, ‘potential’, ‘continue’, ‘target’ or other similar terms or expressions relating to X4’s expectations, strategy, plans or intentions. Forward-looking statements include, but are not limited to, statements regarding the timing, use of proceeds and closing of the PIPE. Actual events or results may differ materially from those expressed or implied by the forward-looking statements contained herein, including, without limitation, due to market and other conditions; the risk that the closing conditions of the proposed PIPE will not be satisfied; the risk that the Company will be unable to obtain timely shareholder approval to increase its authorized share capital, if any; and other risks and uncertainties described in the section entitled “Risk Factors” in X4’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 12, 2022, and in other documents that X4 files with the SEC from time to time. time. X4 undertakes no obligation to update the information contained in this press release to reflect new events or circumstances, except as required by law.
Daniel Ferry (investors)
Managing Director, LifeSci Advisors
Mónica Rouco Molina, Ph.D. (media)
Account Supervisor, LifeSci Communications