Attached files
Exhibit 99.1
CorMedix Inc. Enters into $5 million Combined Securities Purchase
and Backstop Agreement with Existing Investor
Berkeley Heights, NJ – November 9, 2017 –
CorMedix Inc. (NYSE American: CRMD), a biopharmaceutical company
focused on developing and commercializing therapeutic products for
the prevention and treatment of infectious and inflammatory
disease, announced that it has entered into a Securities Purchase
Agreement with Elliott Associates, L.P. and Elliott International,
L.P., (the “Elliott Funds”), long-term institutional
investors in CorMedix, whereby they will purchase, $ 2 million of
newly issued CorMedix Series F Convertible preferred stock at
$1,000 per share. Separately, Cormedix has entered into a $3
million Backstop Agreement with the Elliott Funds to purchase
additional Series F Convertible Preferred Stock at $1,000 per
share, at CorMedix’s sole discretion, beginning January 15,
2018, through March 31, 2018. Gross proceeds, of the securities
purchase agreement and the backstop agreement, if the backstop
agreement is used in full, total an aggregate of $5 million. The
Elliott Funds are managed by Elliott Management Corporation
(“Elliott”).
As
consideration for the Backstop Agreement, CorMedix will issue the
Elliott Funds warrants, exercisable for three years, to purchase
shares of CorMedix common stock at a per share exercise price of
$0.001. The number of shares issuable under the warrant will be
determined by the closing price of CorMedix Common Stock on
November 8, 2017, which was $0.5278.
Elliott
may convert the preferred stock into common at its option at an
effective price of $0.6334 per share, which represents a 20%
premium to yesterday’s closing price of our common stock. The
stock will be mandatorily convertible on April 2, 2018, subject to
certain equity conditions, at the lower of $0.63 and a 10% discount
to the notional price at which an equity or equity linked
transaction in an amount of $5 million or more is completed by
March 31, 2018, or if no such transaction is completed, a 10%
discount to the closing price of the stock on March 31. There are
no warrants to be issued in connection with the $2 million
financing.
In
connection with the financing, members of the CorMedix Board of
Directors and the executive team unanimously will participate in a
minimum amount of $250,000.
No
placement agent or underwriter was involved in the offerings.
CorMedix intends to use the net proceeds of the offerings for
general corporate purposes, working capital and capital
expenditures, including its ongoing Phase 3 LOCK-IT 100 clinical
study of Neutrolin®. The Company
currently anticipates that closing of the sale of the Series F
Convertible Preferred Stock and the warrants, will take place on or
about November 16, 2017, subject to the satisfaction of customary
closing conditions.
Khoso
Baluch, Chief Executive Officer of CorMedix, said, “This new
$5 million investment facility was executed in alignment with our
previously discussed strategy to raise as little money as necessary
to have adequate cash on hand as the planned LOCK-IT 100 interim
efficacy analysis is completed. We believe the proceeds from these
agreements will provide CorMedix with sufficient cash through the
first quarter of 2018, which based on our current projections,
should be sufficient to get us through reporting of the interim
data, pending confirmation of the required number of
catheter-related bloodstream infections in this event-driven study.
We appreciate the continued support from
Elliott.”
This
press release is not an offer to sell or the solicitation of an
offer to buy the Series F Stock or the warrants or any other
securities of CorMedix. Investors are encouraged to review the
Company’s Current Report on Form 8-K associated with these
transactions, which will be filed November 13, 2017, with the U.S.
Securities and Exchange Commission.
About CorMedix
CorMedix
Inc. is a biopharmaceutical company focused on developing and
commercializing therapeutic products for the prevention and
treatment of infectious and inflammatory diseases. The Company is
focused on developing its lead product Neutrolin®, a novel,
non-antibiotic antimicrobial solution designed to prevent costly
and dangerous bloodstream infections associated with the use of
central venous catheters, currently in a Phase 3 clinical trial
enrolling patients undergoing chronic hemodialysis. Such infections
cost the U.S. healthcare system approximately $6 billion annually
and contribute significantly to increased morbidity and mortality.
Neutrolin has FDA Fast Track status and is designated as a
Qualified Infectious Disease Product, which provides the potential
for priority review of a marketing application by FDA and
allows for 5 additional years of QIDP market exclusivity in the
event of U.S. approval. Neutrolin is already marketed as a CE
Marked product in Europe and other territories. In parallel,
CorMedix is leveraging its taurolidine technology to develop a
pipeline of antimicrobial medical devices, with active programs in
surgical sutures and meshes, and topical hydrogels. The company is
also working with top-tier researchers to develop taurolidine-based
therapies for rare pediatric cancers. For more information, visit:
www.cormedix.com.
Forward-Looking Statements
This
press release contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995,
including with respect to possible uses of taurolidine, that are
subject to risks and uncertainties. All statements, other than
statements of historical facts, regarding management’s
expectations, beliefs, goals, plans or CorMedix’s prospects,
future financial position, financing plans, future revenues and
projected costs should be considered forward-looking. Readers are
cautioned that actual results may differ materially from
projections or estimates due to a variety of important factors,
including: the risk of closing the combined investment and backstop
financing transaction; the possible inability to capture sufficient
CRBSI events in the ongoing Phase 3 clinical trial for
Neutrolin® even with the
reported changes to that trial; the cost, timing and results of the
ongoing and planned Phase 3 trials for Neutrolin® in the U.S. and
the resources needed to commence and complete those trials; the
risks and uncertainties associated with CorMedix’s ability to
manage its limited cash resources and the impact on planned or
future research, including for additional uses for taurolidine;
obtaining additional financing to support CorMedix’s research
and development and clinical activities and operations; preclinical
results are not indicative of success in clinical trials and might
not be replicated in any subsequent studies or trials; and the
ability to retain and hire necessary personnel to staff our
operations appropriately. These and other risks are described in
greater detail in CorMedix’s filings with the SEC, copies of
which are available free of charge at the SEC’s website at
www.sec.gov or upon request from CorMedix. CorMedix may not
actually achieve the goals or plans described in its
forward-looking statements, and investors should not place undue
reliance on these statements. CorMedix assumes no obligation and
does not intend to update these forward-looking statements, except
as required by law.
For Investors & Media:
Tiberend Strategic Advisors, Inc.
Joshua
Drumm, Ph.D.: jdrumm@tiberend.com; (212) 375-2664
Janine
McCargo: jmccargo@tiberend.com; (646) 604-5150