Sunesis Pharmaceuticals has announced the execution of a securities purchase agreement with accredited investors providing for a private placement of up to USD43.5m in a tranched financ
Sunesis Pharmaceuticals has announced the execution of a securities purchase agreement with accredited investors providing for a private placement of up to USD43.5m in a tranched financing.
It includes two tranches of units consisting of convertible preferred stock and common stock warrants, and a tranche of common stock.
Participants in the transaction include funds managed by Bay City Capital, New Enterprise Associates, Alta Partners, Caxton Advantage Life Sciences Fund, Merlin Nexus, Nextech Venture, OpusPoint Partners, Venrock Associates and Vision Capital Advisors.
Members of management also participated in this transaction. Jefferies acted as the exclusive placement agent for this transaction, and Cowen and RBC Capital Markets served as financial advisers.
The private placement contemplates the sale of up to USD15.0m of units consisting of convertible preferred stock and warrants to purchase common stock in two closings. USD10.0m of units would be sold in the initial closing, which is expected to occur in the near term, subject to the satisfaction of customary closing conditions.
An additional USD5.0m of units may be sold in a second closing, which may occur at the company’s election or at the election of the investors in the private placement, and which is subject to approval by Sunesis Pharmaceuticals’ stockholders and the satisfaction of customary closing conditions. If the closing occurs at the company’s election, it will also be subject to the satisfaction of a condition related to the achievement of a specific milestone with respect to Sunesis Pharmaceuticals’ voreloxin product candidate and Sunesis Pharmaceuticals’ common stock trading above a specified floor price.
Subject to approval by Sunesis Pharmaceuticals’ stockholders, the remaining tranche of up to USD28.5m of common stock can be invested at the election of the holders of a majority of the convertible preferred stock, in their sole discretion, with the date of termination of the preferred stockholders’ right to make such an election subject to Sunesis Pharmaceuticals’ future cash balance.
In the initial closing for USD10.0m of units, Sunesis Pharmaceuticals would issue approximately 2.9 million shares of convertible preferred stock, which would be convertible into approximately 29.0 million shares of common stock, and warrants to purchase approximately 29.0 million shares of common stock.
In the second closing for an additional USD5.0 million of units, if completed, Sunesis Pharmaceuticals would issue approximately 1.45 million shares of convertible preferred stock, which would be convertible into approximately 14.5 million shares of common stock, and warrants to purchase approximately 14.5 million shares of common stock.
The per unit purchase price for a share of convertible preferred stock and a warrant to purchase ten shares of common stock would be USD3.45 for both the first and second closings. The warrants issuable at the first and second closings would have an exercise price of USD0.22 per share and a term of seven years from issuance. In the closing for USD28.5m of common stock, if completed, Sunesis Pharmaceuticals would issue approximately 103.6 million shares of common stock at a purchase price of USD0.275 per share.
‘Following last year’s restructuring to focus our resources on advancing our promising lead oncology product candidate, voreloxin, we are pleased to note the significant patient accrual, investigator interest and growing body of evidence of voreloxin’s therapeutic potential across our acute myeloid leukemia and ovarian cancer phase 2 clinical trials,’ says Daniel Swisher, Sunesis’ chief executive officer.
‘The resulting progress has enabled us to attract a syndicate of supportive investors to this tranched financing that has the potential to support voreloxin through late stage development in AML and to the anticipated filing of an NDA. In the midst of a difficult financing market, we are pleased to have the opportunity to realise the potential for voreloxin to be a first-in-class anti-cancer agent for treating these diseases, and potentially other hematologic and solid tumours.’
