- 88% of issued Warrants Y were exercised between the two exercise periods
- 8,539,955 Warrants Y exercised resulting in issuance of 3,415,982 new ordinary shares and 3,415,982 new Warrants Z
- Outstanding 3,805,728 Warrants Z exercisable until June 20, 2025, with potential to raise up to €951,432
- Extension of cash runway to early July well beyond anticipated timing of upcoming regulatory milestones open IND and Fast Track designation before end-March 2024
Regulatory News:
TME Pharma N.V. (Euronext Growth Paris: ALTME), a biotechnology company focused on developing novel therapies for treatment of cancer by targeting the tumor microenvironment (TME), provides results of the final exercise of Warrants Y and an update on the outstanding number of ordinary shares, Warrants Y and Warrants Z. The exercise of 8,539,955Warrants Y has triggered the issuance of 3,415,982 new shares for gross proceeds of €853,995.50. The net proceeds from the exercise extend the company's cash runway from May 2024 into early July 2024.
"We are very pleased to announce the results of our latest successful warrant exercise, which reflects strong support demonstrated by a very high participation from our existing shareholders, extending our financial visibility into early July well past the upcoming regulatory milestones," said Aram Mangasarian, CEO of TME Pharma. "We would like to thank our shareholders for their ongoing support and confidence in our mission. We believe that the recent termination of our convertible debt program and the end of the company's reliance on convertible bond financing have alleviated pressure on the share price and contributed to the success of this exercise. We are now looking forward to achieving our next targeted clinical and regulatory milestones, notably approval of the Investigational New Drug application for NOX-A12 in glioblastoma and a response to our Fast Track request targeted by quarter's end, both of which are important milestones in advancing the development of our lead asset to become the best available therapy for aggressive brain cancer patients."
When exercising 5 Warrants Y held, a holder was entitled to subscribe for 2 ABSA Z at an exercise price of €0.25 per ABSA Z, each comprised of one new ordinary ALTME share and one Warrant Z (Bon de souscription d'actions Z). As a result of the exercises that took place during the final exercise period between February 10-16, 2024, 3,415,982 new ordinary shares and 3,415,982 Warrants Z are being issued by TME Pharma and settled today. Warrants Y that were not exercised by February 16, 2024, have become null and void. The following numbers of TME Pharma securities are thus issued and outstanding:
- ALTME ordinary shares (ISIN: NL0015000YE1): 27,853,843
- Warrants Y (ISIN: NL0015001SS1): 0 (all have either been exercised or expired)
- Warrants Z (ISIN: NL0015001SR3): 3,805,728.
As a reminder, in the first exercise period, from January 10-16, 2024, 974,365 Warrants Y were exercised for €97,436.50, resulting in issuance of 389,746 new ordinary shares and 389,746 Warrants Z.
The first Warrant Z exercise period will run from February 26 to March 22, 2024, with settlement on March 29, 2024. For every 4 Warrants Z held, a holder is entitled to subscribe for 5 new shares at €0.20 per share. Warrants Z may be exercised through June 20, 2025. Outstanding 3,805,728 Warrants Z have potential to raise additional €951,432 if exercised in full before the end of the final exercise period on June 20, 2025.
Additional Information
The characteristics, terms and conditions and dilution resulting from the transaction are summarized in the press releases published on November 24 and November 28, 2023 and in the dedicated Rights Issue page on the TME Pharma website.
Dilution
The table below summarizes the dilution from the new ordinary shares issued today, and the maximum additional dilutive potential for an investor who did NOT participate in the transaction should all potential Warrants Z be exercised. Shareholders who participated fully in the transaction, i.e. who purchased the ABSA Y and subsequently exercise both Warrants Y and Z will not be diluted by this transaction.
Description | Shares to be issued | Total shares outstanding | Dilution (cumulative) | Shareholder starting with 1% on February 22, 2024, would then hold |
Outstanding shares on February 22, 2024 | 24,437,861 | 1% | ||
Shares Issued on February 23, 2024, from exercise of8,539,955 Warrants Y | 3,415,982 | 27,853,843 | 12.26% | 0.88% |
Exercise of Warrant Z (latest on June 20, 2025) | 4,757,160 | 32,611,003 | 25.06% | 0.75% |
About TME Pharma
TME Pharma is a clinical-stage company focused on developing novel therapies for treatment of the most aggressive cancers. The company's oncology-focused pipeline is designed to act on the tumor microenvironment (TME) and the cancer immunity cycle by breaking tumor protection barriers against the immune system and blocking tumor repair. By neutralizing chemokines in the TME, TME Pharma's approach works in combination with other forms of treatment to weaken tumor defenses and enable greater therapeutic impact. In the GLORIA clinical trial, TME Pharma is studying its lead drug candidate NOX-A12 in newly diagnosed brain cancer patients who will not benefit clinically from standard chemotherapy. TME Pharma has delivered top-line data from the NOX-A12 three dose-escalation cohorts combined with radiotherapy of the GLORIA clinical trial, observing consistent tumor reductions and objective tumor responses. Additionally, GLORIA expansion arms evaluate safety and efficacy of NOX-A12 in other combinations where the interim results from the triple combination of NOX-A12, radiotherapy and bevacizumab suggest even deeper and more durable responses, and improved survival. NOX-A12 in combination with radiotherapy has received orphan drug designation for glioblastoma in the United States and glioma in Europe. TME Pharma has delivered final top-line data with encouraging overall survival and safety profile from its NOX-A12 combination trial with Keytruda in metastatic colorectal and pancreatic cancer patients, which was published in the Journal for ImmunoTherapy of Cancer in October 2021. The company has entered in its second collaboration with MSD/Merck for its Phase 2 study, OPTIMUS, to further evaluate safety and efficacy of NOX-A12 in combination with Merck's Keytruda and two different chemotherapy regimens as second-line therapy in patients with metastatic pancreatic cancer. The design of the trial has been approved in France, Spain and the United States. The company's second clinical-stage drug candidate, NOX-E36, is designed to target the innate immune system. TME Pharma is considering several solid tumors for further clinical development. Further information can be found at: www.tmepharma.com.
TME Pharma and the TME Pharma logo are registered trademarks.
Keytruda is a registered trademark of Merck Sharp Dohme Corp.
Visit TME Pharma on LinkedIn and Twitter.
About the GLORIA Study
GLORIA (NCT04121455) is TME Pharma's dose-escalation, Phase 1/2 study of NOX-A12 in combination with radiotherapy in first-line partially resected or unresected glioblastoma (brain cancer) patients with unmethylated MGMT promoter (resistant to standard chemotherapy). GLORIA further evaluates safety and efficacy of NOX-A12 three additional arms combining NOX-A12 with: A. radiotherapy in patients with complete tumor resection; B. radiotherapy and bevacizumab; and C. radiotherapy and pembrolizumab.
About the OPTIMUS Study
OPTIMUS (NCT04901741) is TME Pharma's planned open-label two-arm Phase 2 study of NOX-A12 combined with pembrolizumab and nanoliposomal irinotecan/5-FU/leucovorin or gemcitabine/nab-paclitaxel in microsatellite-stable metastatic pancreatic cancer patients.
Disclaimer
Translations of any press release into languages other than English are intended solely as a convenience to the non-English-reading audience. The company has attempted to provide an accurate translation of the original text in English, but due to the nuances in translating into another language, slight differences may exist. This press release includes certain disclosures that contain "forward-looking statements." Forward-looking statements are based on TME Pharma's current expectations and are subject to inherent uncertainties, risks and assumptions that are difficult to predict. Factors that could cause actual results to differ include, but are not limited to, the risks inherent in oncology drug development, including clinical trials and the timing of and TME Pharma's ability to obtain regulatory approvals for NOX-A12 as well as any other drug candidates. Forward-looking statements contained in this announcement are made as of this date, and TME Pharma undertakes no duty to update such information except as required under applicable law.
View source version on businesswire.com: https://www.businesswire.com/news/home/20240222316502/en/
Contacts:
For more information, please contact:
TME Pharma N.V.
Aram Mangasarian, Ph.D., CEO
Tel. +49 (0) 30 726247 0
investors@tmepharma.com
Investor and Media Relations:
LifeSci Advisors
Guillaume van Renterghem
Tel. +41 (0) 76 735 01 31
gvanrenterghem@lifesciadvisors.com
NewCap
Arthur Rouillé
Tel. +33 (0) 1 44 71 00 15
arouille@newcap.fr
