Nuvectis Pharma Announces Closing of Approximately $15.9 Million Private Placement

Rhea-AI Summary

Nuvectis Pharma (Nasdaq: NVCT) announced the closing of a private placement of 1,924,689 shares of common stock, generating approximately $15.9 million in gross proceeds. The company also issued preferred investment options for additional shares exercisable at $9.65 after six months, valid for three and a half years. The net proceeds will be used for working capital and corporate purposes. The securities are not registered under the Securities Act and a registration rights agreement is in place for resale registration.

Positive

• Private placement generates approximately $15.9 million in gross proceeds.
• Options issued for potential future capital at favorable exercise price of $9.65.

Negative

• The private placement may dilute existing shareholder value.
• Securities are not registered, limiting immediate trading options.

Fort Lee, NJ, Aug. 01, 2022 (GLOBE NEWSWIRE) -- Nuvectis Pharma, Inc. (Nasdaq: NVCT) (“Nuvectis” or the “Company”), a biopharmaceutical company focused on the development of innovative precision medicines for the treatment of serious conditions of unmet medical need in oncology, today announced the closing of its previously announced private placement of 1,924,689 shares of common stock (or pre-funded warrants in lieu thereof) for gross proceeds of approximately $15.9 million, before deducting the placement agent fees and other offering expenses. The Company also issued to the Investors who participated in the offering preferred investment options to purchase up to an aggregate of 1,924,689 shares of common stock, at an exercise price of $9.65 per share, that will become exercisable commencing six months following date of issuance and have a term of three and one-half years from the date of issuance.

H.C. Wainwright & Co. acted as the exclusive placement agent for the private placement.

Nuvectis intends to use the net proceeds from the private placement for working capital and general corporate purposes.

The securities offered in the private placement described above have not been registered under the Securities Act of 1933, as amended (the "Act"), or applicable state securities laws, and may not be offered or sold in the United States absent registration under the Act or an applicable exemption from the registration requirements or applicable state securities laws.  Pursuant to a registration rights agreement with the investors, the Company has agreed to file one or more registration statements with the U.S. Securities and Exchange Commission registering the resale of the securities sold in this private placement.

This press release does not constitute an offer to sell or the solicitation of an offer to buy any of the securities described herein, nor shall there be any sale of these securities in any state or other jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or other jurisdiction.

About Nuvectis Pharma, Inc.

Nuvectis Pharma, Inc. is a biopharmaceutical company focused on the development of innovative precision medicines for serious conditions of unmet medical need in oncology. The Company is currently developing two drug candidates: NXP800, a clinical-stage HSF1 pathway inhibitor currently in a Phase 1 study in patients with advanced solid tumors, and NXP900, a novel SRC/YES1 kinase inhibitor currently in preclinical development with IND-enabling studies ongoing.

Forward Looking Statements

This press release contains “forward-looking statements” within the meaning of the federal securities laws, which statements are subject to substantial risks and uncertainties. All statements, other than statements of historical fact, contained in this press release are forward-looking statements. Forward-looking statements contained in this press release may be identified by the use of words such as “anticipate,” “believe,” “contemplate,” “could,” “estimate,” “expect,” “intend,” “seek,” “may,” “might,” “plan,” “potential,” “predict,” “project,” “target,” “aim,” “should,” “will,” “would,” or the negative of these words or other similar expressions, although not all forward-looking statements contain these words. For example, we are using forward-looking statements when we discuss the intended use of net proceeds from the private placement. Forward-looking statements are based on Nuvectis Pharma, Inc. current expectations, estimates, and projections about future events and trends that we believe may affect our business, financial condition, results of operations, prospects, business strategy, and financial needs. The outcome of the events described in these forward-looking statements is subject to inherent uncertainties, risks, assumptions, market and other conditions, and other factors that are difficult to predict and include statements regarding the preclinical data generated to date with and the clinical expectations for NXP800 and NXP900. Further, certain forward-looking statements are based on assumptions as to future events that may not prove to be accurate. These and other risks and uncertainties are subject to market and other conditions and described more fully in the section titled “Risk Factors” in the 2021 Form 10-K filed with the Securities and Exchange Commission (“SEC”). However, these risks are not exhaustive and new risks and uncertainties emerge from time to time and it is not possible for us to predict all risks and uncertainties that could have an impact on the forward-looking statements contained in this press release or other filings with the SEC. Any forward-looking statements contained in in this press release speak only as of the date of this press release. We expressly disclaim any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in our expectations or any changes in events, conditions or circumstances on which any such statement is based, except as may be required by law, and we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995.

Company Contact:

Ron Bentsur
Chairman, Chief Executive Officer and President
rbentsur@nuvectis.com

Media Relations Contact:

Christopher M. Calabrese
LifeSci Advisors
Tel: 917-680-5608
ccalabrese@lifesciadvisors.com

FAQ

What was announced in the Nuvectis Pharma press release on August 1, 2022?

Nuvectis Pharma announced the closing of a private placement of shares, generating approximately $15.9 million.

How many shares were involved in the Nuvectis Pharma private placement?

The private placement involved 1,924,689 shares of common stock.

What is the exercise price of the preferred investment options issued by Nuvectis Pharma?

The exercise price for the preferred investment options is $9.65 per share.

What will Nuvectis Pharma use the proceeds from the private placement for?

The proceeds will be used for working capital and general corporate purposes.

Are the securities from the Nuvectis Pharma private placement registered?

No, the securities have not been registered under the Securities Act.