Eterna Therapeutics & Lincoln Park Capital Enter Common Stock Purchase Agreement for Up to $10 Million
Eterna Therapeutics Inc. recently announced it has entered into a common stock purchase agreement for up to $10 million with Lincoln Park Capital Fund, LLC. Under the terms of the Agreement, LPC has committed to purchase up to $10 million of shares of the company’s common stock at Eterna’s sole discretion from time to time during a 24-month period.
Commencement of sales under the Agreement is subject to the satisfaction of the conditions in the Agreement, including the effectiveness of a registration statement to be filed by the company with the Securities and Exchange Commission (SEC), registering the resale by LPC of shares to be sold to it under the Purchase Agreement. The sales price per share of the company’s common stock is set forth in the Agreement and is generally based on the market prices prevailing at the time of each sale to LPC. Eterna will retain full control as to the timing and amount of any sale of shares of common stock to LPC under the Agreement, subject to certain limitations specified in the Agreement and those under Nasdaq listing rules.
There is no upper limit as to the price per share that LPC may pay for stock issuances under the Purchase Agreement, and LPC has agreed not to cause or engage in any direct or indirect short selling or hedging of Eterna’s common stock. No warrants are being issued in this transaction, and the Agreement does not contain any rights of first refusal, participation rights, penalties or liquidated damages provisions. Eterna maintains the right to terminate the Agreement at any time, at its discretion, without any cost or penalty.
“We are pleased to execute the Agreement with LPC, providing Eterna with access to up to $10 million in capital, at our discretion, in an efficient manner,” said Matt Angel, PhD, Chief Executive Officer and President of Eterna. “We believe that maintaining financial flexibility will allow us to remain focused on expanding our capabilities to support the development of next-generation mRNA-based therapeutic products, and deploying our extensive portfolio of in-licensed mRNA cell engineering patents through strategic partnerships.”
Additional detail regarding the Agreement and the related registration rights agreement is set forth in Eterna’s Current Report on Form 8-K, filed today with the SEC.
Eterna Therapeutics is a life science company committed to realizing the potential of mRNA cell engineering to provide patients with transformational new medicines. Eterna has in-licensed a portfolio of more than 100 patents covering key mRNA cell engineering technologies, including technologies for mRNA cell reprogramming, mRNA gene editing, the NoveSlice and UltraSlice gene-editing proteins, and the ToRNAdo mRNA delivery system from Factor Bioscience. NoveSlice, UltraSlice, and ToRNAdo are trademarks of Factor Bioscience. For more information, visit www.eternatx.com.
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