Iterum Therapeutics Announces $52 Million Private Placement with New and Existing Investors
January 17 2020 - 6:15AM
Iterum Therapeutics plc (Nasdaq: ITRM) (the “Company”), a
clinical-stage pharmaceutical company focused on developing next
generation oral and IV antibiotics to treat infections caused by
multi-drug resistant pathogens in both community and hospital
settings, today announced that it has entered into a securities
purchase agreement, dated as of January 16, 2020, with a group of
accredited investors for an approximately $51.9 million private
placement, which is expected to close within five business days of
the execution date, subject to the satisfaction of customary
closing conditions.
Pursuant to the terms of the securities purchase agreement,
Iterum Therapeutics Bermuda Limited, a wholly-owned subsidiary of
the Company (the “Issuer”), will sell units (the “Units”) comprised
of approximately (i) $51.9 million aggregate principal amount of
its 6.500% exchangeable senior subordinated notes due 2025 (the
“Exchangeable Notes”) and (ii) $0.1 million aggregate principal
amount of its limited recourse royalty-linked senior subordinated
notes (the “RLNs” and, together with the Exchangeable Notes, the
“Securities”). Each Unit will consist of $1,000 principal amount of
Exchangeable Notes and 50 RLNs. The Units will be sold at a price
of $1,000 per Unit at an initial exchange rate of 1,000 shares per
$1,000 principal amount of Exchangeable Notes (equivalent to an
initial exchange price of approximately $1.00 per ordinary
share). The Exchangeable Notes will be exchangeable for cash,
ordinary shares of the Company or a combination of both, pursuant
to the terms and conditions of the indenture governing the
Exchangeable Notes. The RLNs will entitle holders to payments
based on a percentage of the Company’s net revenues from potential
U.S. sales of specified sulopenem products pursuant to the terms
and conditions of the indenture governing the RLNs. Pursuant
to the indenture governing the RLNs, the potential aggregate
payments for all RLNs will either be 15% or 20% of net revenues
from U.S. sales of such products, depending on the indication
potentially approved by the U.S. Food and Drug Administration, and
will be capped at eight times the aggregate investment amount for
all Units. The Issuer’s obligations under the Securities will
be guaranteed by the Company and its wholly-owned
subsidiaries.
The Company expects to use the net proceeds from the private
placement to fund the continued clinical development of sulopenem
and the management of regulatory filings, and for working capital
and general corporate purposes.
The private placement was led by Sarissa Capital Management LP,
with participation from other new and existing investors, including
RA Capital Management and entities affiliated with certain of the
Company’s board members. SVB Leerink acted as the exclusive
placement agent to the Company in connection with the private
placement.
The securities to be sold in the private placement have not been
registered under the Securities Act of 1933, as amended (the
“Securities Act”), 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 the
registration requirements of the Securities Act and applicable
state or other jurisdictions’ securities laws. There can be
no assurance that the Company will be able to complete the private
placement on the terms described herein or at all.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy securities, nor shall there be any
offer, solicitation or sale of securities in any jurisdiction in
which such offer, solicitation or sale would be unlawful.
About Iterum Therapeutics plc
Iterum Therapeutics plc is a clinical-stage pharmaceutical
company dedicated to developing differentiated anti-infectives
aimed at combatting the global crisis of multi-drug resistant
pathogens to significantly improve the lives of people affected by
serious and life-threatening diseases around the world. Iterum
Therapeutics is advancing its first compound, sulopenem, a novel
penem anti-infective compound, in Phase 3 clinical development with
oral and IV formulations. Sulopenem has demonstrated potent in
vitro activity against a wide variety of gram-negative,
gram-positive and anaerobic bacteria resistant to other
antibiotics. Iterum Therapeutics has received Qualified Infectious
Disease Product (QIDP) and Fast Track designations for its oral and
IV formulations of sulopenem in seven indications.
Forward Looking Statements
This press release may contain forward-looking statements. These
forward-looking statements include, without limitation, statements
regarding the anticipated closing of the private placement, the use
of proceeds from the private placement, the transactions
contemplated by the securities purchase agreement, indentures
governing the Securities and related agreements, potential
regulatory approval and product sales, and the Company’s plans,
strategies and prospects for its business. In some cases,
forward-looking statements can be identified by words such as
“may,” “believes,” “intends,” “seeks,” “anticipates,” “plans,”
“estimates,” “expects,” “should,” “assumes,” “continues,” “could,”
“will,” “future,” “potential” or the negative of these or similar
terms and phrases. 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. Forward-looking statements include all matters that are
not historical facts. Actual future results may be materially
different from what is expected due to factors largely outside the
Company’s control, including whether the conditions for the closing
of the private placement will be satisfied, the uncertainties
inherent in the conduct of clinical trials, clinical trial patient
enrollment, availability and timing of data from clinical trials,
changes in regulatory requirements or decisions of regulatory
authorities, including uncertainties associated with regulatory
review of clinical trials and applications for marketing approval,
changes in public policy or legislation, the actions of third-party
clinical research organizations, suppliers and manufacturers,
commercialization plans and timelines, if approved, the sufficiency
of the Company’s cash resources and its ability to continue as a
going concern, and other factors discussed under the caption “Risk
Factors” in the Company’s most recently filed Quarterly Report on
Form 10-Q filed with the Securities and Exchange Commission (“SEC”)
on November 12, 2019, and other documents filed with the SEC from
time to time. Forward-looking statements represent the Company’s
beliefs and assumptions only as of the date of this press release.
Except as required by law, the Company assumes no obligation to
update these forward-looking statements publicly, or to update the
reasons actual results could differ materially from those
anticipated in the forward-looking statements, even if new
information becomes available in the future.
Investor Contact:Judy MatthewsChief Financial
Officer312-778-6073IR@iterumtx.com
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