Attached files
Exhibit 99.1
MabVax
Therapeutics Closes $2.1 Million Private Placement
Financing
SAN DIEGO (February 6, 2018) – MabVax Therapeutics
Holdings, Inc. (the “Company”) (Nasdaq: MBVX), a clinical-stage biotechnology
company focused on the development of antibody-based products to
address unmet medical needs in
the treatment of cancer, announced today the closing of a
private financing for a total of $2.1 million. The Company entered
into separate purchase agreements with accredited investors
pursuant to which it agreed to sell an aggregate of $2.1 million
worth of shares of common stock, par value $0.01 per share at a
purchase price of $0.75 per share (or, at the election of any
investor who, as a result of receiving common stock would hold in
excess of 4.99% of the Company’s issued and outstanding
common stock, shares of its newly designated 0% Series M Convertible
Preferred Stock) and a three year warrant to purchase shares
of common stock equal to 70% of such number of shares of common
stock purchased (or, if Series M Preferred Stock, 70% of the shares
of common stock issuable upon conversion of the Series M Preferred
Stock). Of the purchase agreements accepted, investors elected $1.4
of shares of Series M Preferred Stock.
The
warrants are exercisable, at any time on or after the sixth month
anniversary of the closing date, at a price of $0.90 per share,
subject to adjustment, and expire three years from the initial
exercise date, or 42 months from the initial issuance date. The
holders may, subject to certain limitations, exercise the warrants
on a cashless basis if not registered under the Securities Act of
1933, as amended, within 120 days of issuance. The Company is
prohibited from effecting an exercise of any warrant issued in the
financing to the extent that, as a result of any such exercise, the
holder would beneficially own more than 9.99% of the number of
shares of common stock outstanding immediately after giving effect
to the issuance of shares of common stock upon exercise of such
warrant.
The
gross proceeds of the private placement were $2.1 million before
transaction costs of $50,000. Neither the Series M Preferred Stock
nor the warrants will be separately listed on any securities
exchange or other trading market. No bank was used for this
transaction.
On
February 1, 2018, the Board of Directors approved a 1-for-3 reverse
stock split (the “Reverse Split”) for the purpose of
increasing the market price of the Company’s Common Stock in
order to regain compliance with the NASDAQ Capital Market’s
$1.00 minimum closing bid price continued listing requirement. The
Company’s stockholders had previously approved a reverse
split ratio of not less than 1-for-2
and not more than 1-for-20 at any time prior to September 28, 2018,
with the exact ratio to be set at a whole number within this range
as determined by the Board of Directors. The Company intends
to effectuate the reverse split as promptly as practicable, subject
to approval by NASDAQ. There is no guarantee when or if the
Reverse Split will be effective.
“We
are very pleased to have closed this financing at an important time
for MabVax. We are grateful to our core set of loyal stockholders
who have provided continued and invaluable support of the Company
through their investments over the last three years, and who are
committed to providing the operating capital to help the Company
reach key, potentially transformational, milestones in our research
and clinical programs,” stated President and CEO,
David Hansen. “Importantly, we remain on track to
announce in the first quarter of this year interim results from two
currently ongoing clinical trials, and potentially one or more
strategic transaction in the first part of this
year.”
The
Company’s two clinical programs are its phase 1 clinical
program for HuMab MVT-5873 in combination with first line
chemotherapy in the treatment of pancreatic cancer, and the phase 1
clinical program for its radioimmunotherapy product
MVT-1075.
Hansen
added, “Our clinical trial of MVT-5873 in combination with
first line chemotherapy has continued to yield encouraging results.
Therefore, we intend to allocate a portion of the funds raised to
continue patient enrollment at the current treatment level to
continue to confirm results seen to date. The funds will also
provide valuable operational runway enabling the Company to execute
on our efforts to finalize one or more partnering transactions
although no assurance can be given that any transactions currently
under discussion will close. We believe that both our clinical
programs and our partnering discussions have the potential to drive
significant value in MabVax.”
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 MabVax:
MabVax Therapeutics Holdings, Inc. is a clinical-stage
biotechnology company with a fully human antibody discovery
platform focused on the rapid translation into clinical development
of products to address unmet medical needs in the treatment of
cancer. Our antibody MVT-5873, is a fully human IgG1 monoclonal
antibody (mAb) that targets sialyl Lewis A (sLea), an epitope on
CA19-9, and is currently in Phase 1 clinical trials as a
therapeutic agent for patients with pancreatic cancer and other
CA19-9 positive tumors. CA19-9 is expressed in over 90% of
pancreatic cancers and in other diseases including small cell lung
and GI cancers. CA19-9 plays an important role in tumor adhesion
and metastasis, and is a marker of an aggressive cancer phenotype.
CA19-9 serum levels are considered a valuable adjunct in the
diagnosis, prognosis and treatment monitoring of pancreatic cancer.
With our collaborators including Memorial Sloan Kettering Cancer
Center, Sarah Cannon Research Institute, Honor Health and Imaging
Endpoints, we have treated over 50 patients with either our
therapeutic antibody designated as MVT-5873 or our PET imaging
diagnostic product designated as MVT-2163 in Phase 1 clinical
studies, and demonstrated early safety and specificity for the
target. Patient dosing has commenced for our lead development
program in Phase 1 clinical study of the Company's
radioimmunotherapy product MVT-1075. Our HuMab-Tn program is our
most advanced research program and expands the potential to provide
treatment for unmet therapeutic need for the treatment of ovarian
and triple negative breast cancers. For additional information,
please visit the Company's website, www.mabvax.com.
Forward Looking Statements:
This
press release contains "forward-looking statements" regarding
matters that are not historical facts, including statements
relating to the Company's financing, reverse split, and clinical
trials of MVT-1075 and MVT-5873 in combination with chemotherapy.
We have no assurance that all the research and product development
pipeline will be fully developed by the Company. Because such
statements are subject to risks and uncertainties, actual results
may differ materially from those expressed or implied by such
forward-looking statements. Words such as "anticipates," "plans,"
"expects," "intends," "will," "potential," "hope" and similar
expressions are intended to identify forward-looking statements.
These forward-looking statements are based upon current
expectations of the Company and involve assumptions that may never
materialize or may prove to be incorrect. Actual results and the
timing of events could differ materially from those anticipated in
such forward-looking statements because of various risks and
uncertainties. Detailed information regarding factors that may
cause actual results to differ materially from the results
expressed or implied by statements in this press release relating
to the Company may be found in the Company's periodic filings with
the Securities and Exchange Commission, including the factors
described in the section entitled "Risk Factors" in its annual
report on Form 10-K for the fiscal year ended December 31, 2016, as
amended and supplemented from time to time and the Company's
Quarter Reports on Form 10-Q and other filings submitted by the
Company to the SEC, copies of which may be obtained from the SEC's
website at www.sec.gov.The
parties do not undertake any obligation to update forward-looking
statements contained in this press release.
Investor Contact:
Jenene Thomas
Jenene Thomas Communications, LLC
Phone: +1 (908) 938-1475
Email: MBVX@jtcir.com
Media Contact
Travis
Kruse, Ph.D.
Russo
Partners LLC
Phone:
212-845-4272
Email:
travis.kruse@russopartnersllc.com
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