Aeolus Pharmaceuticals, Inc., announced today that it has entered into definitive agreements with certain institutional and other accredited investors to raise gross proceeds of $6.75 million in a private placement financing. The investors comprised both new and existing investors in the company, including entities associated with BVF Partners L.P., a leading life sciences investment firm, which manages the Biotechnology Value Fund family of funds (BVF).
Net proceeds from this offering will be used for general corporate and working capital purposes, including the development of AEOL10150 as a medical countermeasure for the pulmonary effects of acute radiation syndrome, under the company’s development contract with the Biomedical Advanced Research and Development Authority (BARDA). In addition, the company intends to use the proceeds to pursue human clinical trials with AEOL 10150 in Idiopathic Pulmonary Fibrosis and radiation oncology and the completion of pre-clinical development of AEOL 20415 for infectious diseases and AEOL 11114B for Parkinson’s disease.
Pursuant to the purchase agreement, BVF will purchase $4.5 million of Preferred Units consisting of (i) 4,500 shares of Series C Convertible Preferred Stock of the Company that are collectively convertible into an aggregate of 20,454,546 Common Shares and (ii) Warrants to purchase an aggregate of 20,454,546 Common Shares, in each case subject to adjustment. The Warrants have an exercise price of $0.22 per share.
Aeolus has also agreed to issue to a group of non-BVF investors an aggregate of 10,215,271 shares of the company’s common stock at a price per share of $0.22, as well as five-year warrants to purchase up to an aggregate of 10,215,271 shares of common stock with an exercise price of $0.22 per share.
Laidlaw & Company served as the placement agent for the offering.
The securities offered in this private placement transaction have not been registered under the Securities Act of 1933, as amended, or applicable state securities laws. Accordingly, the securities may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act and such applicable state securities laws. Pursuant to the terms of a registration rights agreement entered into with the investors, Aeolus has agreed to file a registration statement with the Securities and Exchange Commission registering the resale of the shares of common stock sold in the offering and issuable upon exercise of the warrants. Any offering of Aeolus’ securities under the resale registration statement referred to above will be made only by means of a prospectus.
This press release does not constitute an offer to sell or the solicitation of an offer to buy the securities, nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of such jurisdiction.