Faron Pharmaceuticals
Oy
("Faron" or "Company")
Issue of Warrants to IPF
Funding Update
Company
announcement, March 28, 2024 at 3 AM (EDT) / 7 AM (GMT) / 9 AM
(EET)
TURKU, FINLAND / BOSTON,
MA - Faron Pharmaceuticals Ltd. (AIM: FARN, First North: FARON), a
clinical-stage biopharmaceutical company pursuing a CLEVER approach
to reprogramming myeloid cells to activate anti-tumor immunity in
hematological and solid tumor microenvironments, today announces
that Faron has committed to granting IPF special rights entitling
to subscribe for ordinary shares of the Company against payment
("Warrants") in addition to the warrants created on February 28,
2022.
IPF
Warrants
As was announced by the Company on
March 4, 2024, pursuant to the waiver regarding certain events of
default ("Waiver") under the terms of the secured debt agreement
with IPF Fund II SCA, SICAV-FIAR ("IPF") as Lender and Faron
Pharmaceuticals Ltd as Borrower ("Facilities Agreement"), the
Company shall issue to IPF additional special rights which entitle
them to subscribe for new ordinary shares in the Company
("Warrants"), with an exercise price equal to the volume-weighted
average price of the Company's share during the three trading days
preceding the date of the Waiver ("Strike Price"). The Strike Price
shall be the lower of either EUR 1.63 (equivalent to the terms of
the Waiver) or the subscription price per share in any subsequent
share offering undertaken by the Company. The number of Warrants
primarily issued to IPF is calculated by dividing 10% of the
original loan amount (EUR 10 million) by the Strike Price, subject
to certain adjustments in accordance to the terms of a
warrantholder agreement entered into between the Company and IPF
("Warrantholder Agreement"). The Warrants are exercisable for a
period of seven years.
In accordance with the Waiver
and the Warrantholder Agreement, on March 27, 2024, the Board of
Directors of the Company, based on the authorisation granted to the
Board by shareholders at the Company's Annual General Meeting held
on March 24, 2023, resolved upon a warrant program directed to IPF.
Pursuant to the warrant program, the Warrants are issued without
consideration. The Warrants are issued as a part of the negotiated
funding arrangement with IPF and therefore, from the Company's
point of view, there is a weighty financial reason for the program
and the issuance of Warrants thereunder.
Pursuant to the Warrantholder
Agreement, a preliminary amount of [613,496] warrants
were issued on March 27, 2024 to IPF. The
maximum total number of warrants to be granted pursuant to the
Warrantholder Agreement is 1,500,000, and the Board of the Company
shall cause the registration of the remaining 886,504 warrants after the Annual General Meeting 2024 of
the Company, scheduled to be held on April 5, 2024. Should the
Annual General Meeting 2024 of the Company resolve not to approve
the proposal made to the Annual General Meeting to authorise the
Board to resolve on the issuance of special rights entitling to
shares in the Company, the Board shall convene an Extraordinary
General Meeting of the Company to authorise the Board to issue such
additional number of special rights as is required to satisfy the
maximum total number of warrants to be granted pursuant to the
Warrantholder Agreement. Each warrant entitles its holder to
subscribe for one new share in the Company, and the number of
shares in the Company may be increased by a maximum of 613,496 shares as a result of the exercise of
the warrants now issued to IPF and should the maximum amount of
warrants be issued to IPF, the number of shares in the Company may
be increased by a maximum of 1,500,000 (when taking into account
the 613,496 shares already issued)
as a result of the exercise of said warrants. The warrants may be
exercised for a period of seven years.
Pursuant to the terms of the Warrantholder Agreement the number of
warrants to be issued to IPF may be further increased upon (and
subject to) agreed adjustment events so that the total number of
new shares in the Company (as a result of the exercise of the
exercise of the warrantes) multiplied by the (adjusted) Strike
Price is equal to EUR 1,000,000 (minus any amounts already paid).
The terms and conditions of the warrants are attached to this
announcement and will be available on the Company's
website.
http://www.rns-pdf.londonstockexchange.com/rns/6058I_1-2024-3-27.pdf
Funding Update
Further to the Company's
announcement on February 19, 2024 regarding the Events of Default
with IPF, and the subsequent announcements in regards to the
Company's ongoing financial position, the Company confirms that it
is in advanced negotiations with various investors in order to
secure immediate funding.
The Company's current cash balance
is sufficient to allow the Faron to continue its operations into
April 2024, however whilst the Company is in advanced
negotiations to complete the remaining bridge
financing of approximately EUR 5 million shortly, the Company
notes that there is no guarantee that the required funds will be
raised.
The Company will update the market
in due course of any material developments as soon as
practicable.
For
more information please contact:
Investor Contact
LifeSci Advisors
Daniel Ferry
Managing Director
daniel@lifesciadvisors.com
+1 (617) 430-7576
ICR
Consilium
Mary-Jane Elliott, David Daley,
Lindsey Neville
Phone: +44 (0)20 3709 5700
E-mail: faron@consiliumcomms.com
Cairn Financial Advisers LLP, Nomad
Sandy Jamieson, Jo Turner
Phone: +44 (0) 207 213
0880
Peel
Hunt LLP, Broker
Christopher Golden, James
Steel
Phone: +44 (0) 20 7418
8900
Sisu
Partners Oy, Certified Adviser on Nasdaq First
North
Juha Karttunen
Phone: +358 (0)40 555 4727
Jukka Järvelä
Phone: +358 (0)50 553 8990
About Faron Pharmaceuticals Ltd.
Faron (AIM: FARN, First North:
FARON) is a global, clinical-stage biopharmaceutical company,
focused on tackling cancers via novel immunotherapies. Its mission
is to bring the promise of immunotherapy to a broader population by
uncovering novel ways to control and harness the power of the
immune system. The Company's lead asset is bexmarilimab, a novel
anti-Clever-1 humanized antibody, with the potential to remove
immunosuppression of cancers through targeting myeloid cell
function. Bexmarilimab is being investigated in Phase I/II clinical
trials as a potential therapy for patients with hematological
cancers in combination with other standard treatments
treatments and as a monotherapy in last line solid
cancers. Further information is available
at www.faron.com.