Cartesian Therapeutics Announces $130 Million Private Placement Equity Financing
Cartesian Therapeutics announced a $130 million private placement equity financing through a PIPE agreement, expected to close by July 3, 2024. The deal includes selling 3,563,247 common shares and 2,937,903 Series B Preferred shares at $20.00 each, convertible to common stock upon approval and certain conditions. Key investors include HBM Healthcare Investments, Invus, Schooner Capital, and others. Net proceeds will fund pipeline programs and corporate purposes. Leerink Partners and TD Cowen are lead placement agents. Securities involved are not registered under the Securities Act of 1933 and will be registered for resale with the SEC.
- Cartesian Therapeutics raised $130 million through PIPE financing, enhancing its financial position.
- Participation from prominent investors like HBM Healthcare Investments and Invus.
- Funds will support pipeline programs and general corporate purposes.
- Offering includes 2,937,903 Series B Preferred shares, leading to potential dilution upon conversion.
Insights
Cartesian Therapeutics' PIPE financing of
For retail investors, it's important to understand that PIPE financings often lead to stock dilution, as new shares are issued. In this case, the issuance of 3.56 million shares of common stock and 2.94 million shares of Series B Non-Voting Convertible Preferred Stock could dilute current shareholders' holdings. However, the involvement of institutional investors typically signals robust due diligence and a positive outlook on the company's future prospects.
Retail investors should consider the long-term potential of Cartesian’s pipeline programs which are targeting autoimmune diseases—a growing market. The infusion of capital will likely expedite these programs, potentially leading to positive clinical outcomes and subsequent regulatory approvals, which could drive stock value upward.
In summary, while dilution is a consideration, the capital raised provides essential funding for growth and development. The vote of confidence from esteemed investors adds a layer of credibility and potential stability to Cartesian's future.
The announcement of PIPE financing by Cartesian Therapeutics underlines the competitive nature of the biotechnology sector, particularly in the mRNA cell therapy space. This type of financing allows Cartesian to secure substantial funding without the immediate need for a public offering, which can be advantageous in maintaining market stability during the fundraising period.
From a market perspective, the participation of both new and existing investors in this financing round is noteworthy. It suggests sustained interest and potentially growing confidence in Cartesian’s innovative approach to treating autoimmune diseases. This comes at a time when the biotech industry is experiencing rapid advancements and increased investment due to the promising potential of mRNA-based therapies.
Investors should also note the strategic timing of this financing. Cartesian Therapeutics is likely preparing for significant milestones, such as clinical trial results or potential regulatory submissions, which could act as catalysts for future stock performance. The market tends to react positively to such developments, provided they meet or exceed expectations.
Overall, this move positions Cartesian Therapeutics well to advance its pipeline while signaling confidence to the market. It also underscores the importance of adequate funding in maintaining a competitive edge in the rapidly evolving biotech sector.
GAITHERSBURG, Md., July 02, 2024 (GLOBE NEWSWIRE) -- Cartesian Therapeutics, Inc. (NASDAQ: RNAC) (the “Company”), a clinical-stage biotechnology company pioneering mRNA cell therapy for autoimmune diseases, today announced that it has entered into a securities purchase agreement for a private investment in public equity (“PIPE”) financing that is expected to result in gross proceeds of approximately
The PIPE financing included participation from both new and existing investors, including HBM Healthcare Investments (Cayman) Ltd., Invus, Schooner Capital, Surveyor Capital (a Citadel company), Timothy A. Springer, Ph.D., a leading mutual fund manager, and other institutional investors.
Pursuant to the terms of the securities purchase agreement, the Company is selling an aggregate of 3,563,247 shares of its common stock (“Common Stock”), and 2,937,903 shares of its Series B Non-Voting Convertible Preferred Stock (“Series B Preferred Stock”), each at a purchase price of
The Company intends to use the net proceeds from the PIPE financing, together with the Company’s existing cash, cash equivalents, and marketable securities, to fund its pipeline programs, and for general corporate purposes and working capital.
Leerink Partners and TD Cowen are acting as lead placement agents for the PIPE financing and Needham & Company is acting as placement agent for the PIPE financing.
The offer and sale of the foregoing securities are being made in a transaction not involving a public offering and the securities have not been registered under the Securities Act of 1933, as amended, and may not be reoffered or resold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements. Concurrently with the execution of the securities purchase agreement, the Company and the investors entered into a registration rights agreement pursuant to which the Company has agreed to file a registration statement with the Securities and Exchange Commission (the “SEC”) registering the resale of the shares of Common Stock underlying the Series B Preferred Stock and the shares of Common Stock sold in the PIPE financing.
This press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction.
About Cartesian Therapeutics
Cartesian Therapeutics is a clinical-stage company pioneering mRNA cell therapies for the treatment of autoimmune diseases. The Company’s lead asset, Descartes-08, is a potential first-in-class mRNA CAR-T in Phase 2b clinical development for patients with generalized myasthenia gravis and Phase 2 development for systematic lupus erythematosus, with a Phase 2 basket trial planned in additional autoimmune indications. The Company’s clinical-stage pipeline also includes Descartes-15, a next-generation, autologous anti-BCMA mRNA CAR-T.
Forward-Looking Statements
Any statements in this press release about the future expectations, plans and prospects of the Company, including without limitation, statements regarding the Company’s management team’s expectations, hopes, beliefs, intentions or strategies regarding the future including, without limitation, the intended use of net proceeds from the PIPE financing, the expected timing of closing of the PIPE financing and the completion of the PIPE financing, the conversion of the Company’s Series B Non-Voting Convertible Preferred Stock and stockholder approval thereof, the Company’s business plans and the anticipated benefits of the management changes, and other statements containing the words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “hypothesize,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “would,” and similar expressions, constitute forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995. Actual results may differ materially from those indicated by such forward-looking statements as a result of various important factors, including, but not limited to, the following: market conditions and the satisfaction of closing conditions, and other important factors discussed in the “Risk Factors” section of the Company’s most recent Annual Report on Form 10-K and subsequently filed Quarterly Reports on Form 10-Q, and in other filings that the Company makes with the Securities and Exchange Commission. In addition, any forward-looking statements included in this press release represent the Company’s views only as of the date of its publication and should not be relied upon as representing its views as of any subsequent date. The Company specifically disclaims any intention to update any forward-looking statements included in this press release, except as required by law.
Investors Contact
Ron Moldaver
Senior Director, Investor Relations & Business Development
ron.moldaver@cartesiantx.com
Media Contact
David Rosen
Argot Partners
david.rosen@argotpartners.com
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