CAMBRIDGE, Mass., July 11, 2019 /PRNewswire/ -- Leap
Therapeutics, Inc. (NASDAQ: LPTX), a biotechnology company
developing targeted and immuno-oncology therapeutics, today
announced it has entered into common stock purchase agreements for
up to $21 million with Lincoln Park
Capital Fund, LLC ("LPC"), a Chicago-based institutional investor and
current shareholder.
Under a purchase agreement dated July 11,
2019, LPC agreed to purchase $1,000,000 of Leap's registered common stock at a
price of $1.75 per share (the
"July 11 Purchase Agreement"). Net
proceeds to the Company are approximately $950,000.
Under the terms of a separate common stock purchase agreement
(the "Commitment Purchase Agreement"), Leap will have the option,
but not the obligation, to sell to LPC up to an additional
$20 million in shares of common stock
in tranches over a twenty-four month period and once a registration
statement relating to the transaction is declared effective. The
price of shares sold will be based on the market prices prevailing
at the time of each sale to LPC. There is no upper limit as to the
price per share that LPC may pay for future stock issuances under
the Commitment Purchase Agreement, and Leap will control the timing
and amount of any future sales. LPC has no right to require any
sales by Leap but is obligated to make purchases according to
Leap's direction. Leap intends to use the net proceeds from the
transaction for general corporate purposes, extending its runway to
execute its business development and clinical development
strategy.
LPC has agreed not to cause or engage in any direct or indirect
short selling or hedging of Leap's common stock. In consideration
for entering into the Commitment Purchase Agreement and in lieu of
making a cash payment, Leap has issued 330,000 shares of common
stock to LPC. Leap maintains the right to terminate the Commitment
Purchase Agreement at any time, at its discretion, without any
additional cost or penalty.
A description of the July 11
Purchase Agreement, the Commitment Purchase Agreement and the
related registration rights agreement is set forth in Leap's
Current Report on Form 8-K filed today with the Securities and
Exchange Commission ("SEC").
The shares issued under the July
11 Purchase Agreement are offered pursuant to an effective
shelf registration statement on Form S-3 (File No. 333-223419) that
was previously filed by Leap with the SEC on March 2, 2018 and was declared effective by the
SEC on March 16, 2018. A
prospectus supplement and the related prospectus will be filed with
the SEC today and will be available, for free, on the SEC's website
at http://www.sec.gov.
The securities issued as payment for the commitment fee and the
securities that may be sold in the future under the Commitment
Purchase Agreement have not been registered under the Securities
Act of 1933, as amended (the "Securities Act"), and have not been
registered or qualified under any state securities laws, and
therefore may not be offered or sold in the United States absent registration under
the Securities Act or an applicable exemption from such
registration requirements, and registration or qualification and
under applicable state securities or "Blue Sky" laws or an
applicable exemption from such registration or qualification
requirements.
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy 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 registration or
qualification under the securities laws of any such state or
jurisdiction.
About Leap Therapeutics
Leap Therapeutics (NASDAQ:
LPTX) is focused on developing targeted and immuno-oncology
therapeutics. Leap's most advanced clinical candidate, DKN-01, is a
humanized monoclonal antibody targeting the Dickkopf-1 (DKK1) protein, a Wnt pathway modulator. DKN-01
is in clinical trials in patients with esophagogastric,
hepatobiliary, gynecologic, and prostate cancers. Leap's second
clinical candidate, TRX518, is a humanized GITR agonist monoclonal
antibody designed to enhance the immune system's anti-tumor
response that is in advanced solid tumor studies. For more
information about Leap Therapeutics, visit http://www.leaptx.com or
our public filings with the SEC that are available via EDGAR at
http://www.sec.gov or via https://investors.leaptx.com/.
FORWARD-LOOKING STATEMENTS
This press release contains forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933, Section
21E of the Securities Exchange Act of 1934 and the Private
Securities Litigation Reform Act of 1995, which involve risks and
uncertainties. These statements include statements regarding Leap's
intended use of proceeds from the offering, Leap's expectations
with respect to the development and advancement of DKN-01, TRX518,
and other programs, including the initiation, timing and design of
future studies, enrollment in future studies, business development,
and other future expectations, plans and prospects. Leap has
attempted to identify forward looking statements by such
terminology as ''believes,'' ''estimates,'' ''anticipates,''
''expects,'' ''plans,'' ''projects,'' ''intends,'' ''may,''
''could,'' ''might,'' ''will,'' ''should,'' or other words that
convey uncertainty of future events or outcomes to identify these
forward-looking statements. Although Leap believes that the
expectations reflected in such forward-looking statements are
reasonable as of the date made, forward-looking statements are
subject to known and unknown risks, uncertainties and other factors
that could cause actual results to differ materially from our
expectations. Such risks and uncertainties include, but are not
limited to: the accuracy of our estimates regarding expenses,
future revenues, capital requirements and needs for financing; the
ability to complete a financing or form business development
relationships to fund our expenses; the outcome, cost, and timing
of our product development activities and clinical trials; the
uncertain clinical development process, including the risk that
clinical trials may not have an effective design or generate
positive results; our ability to obtain and maintain regulatory
approval of our drug product candidates; our plans to research,
develop, and commercialize our drug product candidates; our ability
to achieve market acceptance of our drug product candidates;
unanticipated costs or delays in research, development, and
commercialization efforts; the applicability of clinical study
results to actual outcomes; the size and growth potential of the
markets for our drug product candidates; our ability to continue
obtaining and maintaining intellectual property protection for our
drug product candidates; and other risks. Detailed information
regarding factors that may cause actual results to differ
materially will be included in Leap Therapeutics' periodic filings
with the SEC, including Leap's Annual Report on Form 10-K for the
fiscal year ended December 31, 2018,
as filed with the SEC on April 1,
2019 and Quarterly Report on Form 10-Q for the quarter ended
March 31, 2019, as filed with the SEC
on May 15, 2019. Any
forward-looking statements contained in this release speak only as
of its date. We undertake no obligation to update any
forward-looking statements contained in this release to reflect
events or circumstances occurring after its date or to reflect the
occurrence of unanticipated events.
CONTACT:
Douglas E. Onsi
Chief Financial Officer
Leap Therapeutics, Inc.
617-714-0360
donsi@leaptx.com
Heather Savelle
Investor Relations
Argot Partners
212-600-1902
heather@argotpartners.com
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SOURCE Leap Therapeutics, Inc.