October 9, 2024, in Boston and Atlanta (GLOBE NEWSWIRE) — A clinical-stage pharmaceutical company called Inhibikase Therapeutics, Inc. (Nasdaq: IKT) (“Inhibikase” or the “Company”) has announced the pricing of a private placement financing of approximately $110 million, before deducting placement agent fees and other offering expenses. The company develops protein kinase inhibitor therapeutics to modify the course of cardiopulmonary and neurodegenerative disease through Abelson Tyrosine Kinase inhibition. The net funds from the private placement will be used by the company for general corporate reasons and to fund the start of a Phase 2b trial in pulmonary arterial hypertension, or “PAH.”
New investors 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 participated in the private placement, which was led by new investor Soleus Capital.
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Two of the current board members, Ms. Gisele Dion and Dr. Paul Grint, will step down in connection with this financing, and four new members will join the board: Roberto Bellini, the current managing partner of BSQUARED Capital and the former CEO of BELLUS Health Inc.; Amit Munshi, the current CEO of Orna Therapeutics and the former CEO of Arena Pharmaceuticals; Arvind Kush, the current CFO of Candid Therapeutics and the former CFO of RayzeBio); and David Canner, a partner at Soleus Capital. Mr. Bellini will also hold the position of Independent Chairman of the Board of Directors.
The Company is selling an aggregate of 58,310,000 shares of its common stock and, instead 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 stock (or, in lieu thereof, additional pre-funded warrants) (the “Series A-1 Warrants”) and accompanying Series B-1 warrants to purchase an aggregate of 73,813,529 shares of common stock (or, in lieu thereof, additional pre-funded warrants) (the “Series B-1 Warrants”). The purchase price for each share of common stock and accompanying warrants is $1.37 (provided, the purchase price for each pre-funded warrant and accompanying warrants is $1.369). The pre-funded warrants have an exercise price of $0.001 per share 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 (a) 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 (the “SEC”) notifies the Company that it will review the resale registration statement and (b) 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 (a) the date of the Company’s public announcement of the safety and tolerability of IkT-001Pro for PAH and (b) 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 several shares of common stock sufficient to allow for the full exercise of the warrants (the ‘Charter Amendment”). 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 (a) the Company’s public announcement of its Phase 2b efficacy readout for IkT-001Pro concerning PAH and (b) 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 the lead placement agent for the private placement, and Maxim Group LLC is acting as a co-placement agent.
The securities to be issued (including the shares of common stock underlying the pre-funded warrants and warrants) were offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”)and have not been registered under the Securities Act, or any state or other applicable jurisdictions’ securities laws, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state or other jurisdictions’ securities laws. As part of the private placement, Inhibikase Therapeutics has agreed to file a registration statement with the SEC registering the resale of the shares of common stock issued in the private placement and the shares of common stock issuable upon the exercise of the pre-funded warrants and accompanying warrants issued in the private placement, no later than 30 days after the closing of the private placement.
In no state or other jurisdiction would this press release be construed as an offer to sell or a solicitation of an offer to buy these securities, nor shall there be any sale of these securities before their registration or qualification under the securities laws of any such state or other jurisdiction. Only a prospectus may be used in conjunction with any offering of securities made following the resale registration statement.
About Inhibikase
“Forward-looking statements” as defined by the Private Securities Litigation Reform Act of 1995 are contained in this press release. It is intended to identify forward-looking statements by the use of words like “believes,” “expects,” “may,” “will,” “should,” “anticipates,” “plans,” or similar phrases, or the negative of these terms and similar expressions. These forward-looking statements are based on Inhibikase’s current estimates and assumptions. The actual results of Inhibikase may differ considerably from the predictions made in these forward-looking statements due to several risks and uncertainties associated with such statements.
The ability to enroll and complete clinical trials with risvodetinib or IkT-001Pro that show a statistically significant clinical benefit to the trial participants, the possibility of human replication of animal study results, our ability to meet customary closing conditions for the offering, and our ability to secure stockholder approval to increase the number of authorized shares of common stock underlying the Series A-1 Warrants and Series B-1 Warrants are just a few of the important factors that could cause actual results to differ materially from those in the forward-looking statements.
Exchange Commission for Securities. Any forward-looking statement contained in this release is only applicable as of the publication date. Except as may be required by any relevant securities laws, Inhibikase disclaims any duty to publicly update or revise any forward-looking statement, whether as a result of new information, future developments, or otherwise.
