NexImmune Announces Closing of $3.67 Million Registered Direct Offering Priced At-the-Market Under Nasdaq Rules
06 Februar 2024 - 10:42PM
NexImmune, Inc. a biotechnology company developing a novel approach
to immunotherapy designed to orchestrate a targeted immune response
by directing the function of antigen-specific T cells in oncology,
autoimmune and infectious diseases, today announced the closing of
its previously announced registered direct offering of 304,731
shares of its common stock (or common stock equivalents in lieu
thereof) at a purchase price of $12.05 per share (or per common
stock equivalent in lieu thereof) in a registered direct offering
priced at-the-market under Nasdaq rules. In a concurrent private
placement, the Company also issued unregistered warrants to
purchase up to an aggregate of 304,731 shares of its common stock
at an exercise price of $12.05 per share. The warrants are
exercisable immediately and have a term of two years from the date
of issuance.
H.C. Wainwright & Co. acted as the exclusive
placement agent for the offering.
The gross proceeds to the Company from the
offering were approximately $3.67 million, before deducting the
placement agent’s fees and other offering expenses payable by the
Company. The Company currently intends to use the net proceeds from
the offering to seek additional financing and pursue potential
business development and/or collaboration opportunities, and for
working capital and general corporate purposes.
The shares of common stock (or common stock
equivalents) offered in the registered direct offering (but
excluding the unregistered warrants and the shares of common stock
underlying such unregistered warrants) described above were offered
and sold by the Company pursuant to a “shelf” registration
statement on Form S-3 (Registration No. 333-263399), including a
base prospectus, previously filed with the Securities and Exchange
Commission (SEC) on March 9, 2022, and declared effective by the
SEC on March 16, 2022. The offering of the shares of common stock
(or common stock equivalents) issued in the registered direct
offering were made only by means of a prospectus supplement that
forms a part of the registration statement. A prospectus supplement
and an accompanying base prospectus relating to the registered
direct offering have been filed with the SEC and are available on
the SEC’s website located at http://www.sec.gov. Electronic
copies of the prospectus supplement and accompanying base
prospectus may also be obtained by contacting H.C. Wainwright &
Co., LLC at 430 Park Avenue, 3rd Floor, New York, NY 10022, by
phone at (212) 856-5711 or e-mail at placements@hcwco.com.
The offer and sale of the unregistered warrants
were made in a transaction not involving a public offering and have
not been registered under Section 4(a)(2) of the Securities Act of
1933, as amended (the “Securities Act”) and/or Rule 506(b) of
Regulation D promulgated thereunder and, along with the shares of
common stock underlying such unregistered warrants, have not been
registered under the Securities Act or applicable state securities
laws. Accordingly, the unregistered warrants and the underlying
shares of common stock may not be reoffered or resold in the United
States except pursuant to an effective registration statement or an
applicable exemption from the registration requirements of the
Securities Act and such applicable state securities laws.
This press release shall not constitute an offer
to sell or a solicitation of an offer to buy these securities, nor
shall there be any sale of these securities in any state or
jurisdiction in which such offer, solicitation or sale would be
unlawful prior to the registration or qualification under the
securities laws of any such state or jurisdiction.
About NexImmune
NexImmune is developing a novel approach to
immunotherapy designed to employ the body’s own T cells to generate
a specific, potent, and durable immune response. The backbone of
NexImmune’s approach is a proprietary Artificial Immune Modulation
(AIM™) nanoparticle technology platform. The AIM technology enables
NexImmune to construct nanoparticles that function as synthetic
dendritic cells capable of directing antigen-specific T
cell-mediated immune responses. As a cancer therapeutic, AIM
nanoparticles are constructed to employ natural biology to engage,
activate and expand endogenous T cells in ways that combine
anti-tumor attributes of antigen-specific precision, potency and
long-term persistence with reduced potential for off-target
toxicities. Conversely, the AIM nanoparticles can be constructed to
directly engage and suppress, or inhibit antigen-specific T cells
implicated in autoimmune disorders. NexImmune is focused on
developing injectable AIM nanoparticle constructs and modalities
for potential clinical evaluation in oncology, autoimmune disorders
and infectious diseases.
Forward Looking Statements
This press release may contain “forward-looking”
statements within the meaning of the Private Securities Litigation
Reform Act of 1995 that are based on the beliefs and assumptions
and on information currently available to management of NexImmune,
Inc. (the “Company”). All statements other than statements of
historical fact contained in this press release are forward-looking
statements, including statements concerning the anticipated use of
proceeds from the offering. In some cases, you can identify
forward-looking statements by terminology such as “may,” “will,”
“should,” “expects,” “plans,” “anticipates,” “believes,”
“estimates,” “predicts,” “potential” or “continue” or the negative
of these terms or other comparable terminology. Forward-looking
statements involve known and unknown risks, uncertainties and other
factors that may cause the Company’s actual results, performance or
achievements to be materially different from any future results,
performance or achievements expressed or implied by the
forward-looking statements. These risks and uncertainties include,
but are not limited to, market and other conditions, the risks and
uncertainties set forth in the “Risk Factors” section of our Annual
Report on Form 10-K for the year ended December 31, 2022 filed
with the Securities and Exchange Commission (“SEC”) on
March 28, 2023, and subsequent reports that we file with the
SEC. Forward-looking statements represent the Company’s beliefs and
assumptions only as of the date of this press release. Although the
Company believes that the expectations reflected in the
forward-looking statements are reasonable, it cannot guarantee
future results, levels of activity, performance or achievements.
Except as required by law, the Company assumes no obligation to
publicly update any forward-looking statements for any reason after
the date of this press release to conform any of the
forward-looking statements to actual results or to changes in its
expectations.
Contacts:
NexImmune:Chad Rubincrubin@neximmune.com
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