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Tevogen Bio Enters Into Agreement for Up to $50 Million in Financing to Advance R&D and Clinical Development Efforts

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Tevogen Bio (Nasdaq: TVGN) has secured up to $50 million in financing to boost its R&D and clinical development. The deal includes a $36 million line of credit and a potential $14 million private placement. The financing will support the development of TVGN 489 from Tevogen's ExacTcell™ technology platform and enhance its IP portfolio.

Tevogen recently eliminated $94.9 million in liabilities, positioning itself strategically for growth. The line of credit allows monthly draws up to $1 million at a low interest rate, payable in cash or stock. The private placement activates at a $10 per share threshold, discounted by 30%.

CEO Dr. Ryan Saadi emphasized the importance of this financing for expanding R&D and making personalized T cell therapies more accessible.

Positive
  • Secured up to $50 million in financing, strengthening financial position.
  • Eliminated $94.9 million in balance sheet liabilities.
  • Immediate access to $1 million per month from the $36 million line of credit.
  • Interest rate capped at 7%, with flexibility for repayment in stock at $1.50 per share.
  • Potential $14 million private placement at a 30% discount, subject to stock performance.
  • Plans to significantly expand R&D, particularly for TVGN 489.
  • Strengthened IP portfolio with 3 granted US patents and multiple pending applications.
Negative
  • Financing terms include dilution risk due to repayment in common stock.
  • Draws from the line of credit to $1 million per month, potentially constraining rapid expansion.
  • Private placement contingent on a high share price threshold ($10), with a 30% discount posing potential valuation concerns.

Insights

This financing agreement is quite strategic for Tevogen Bio, as it provides the company with significant financial flexibility and stability. The inclusion of a $36 million line of credit is particularly noteworthy, because it offers immediate liquidity with favorable terms. The interest rate is pegged to the lower of either the daily SOFR plus 2.0% or 7.0%, which provides a cost-effective borrowing option given the current interest rate environment.

The option to pay interest in common stock at an effective price of $1.50 per share could be a double-edged sword for investors. On one hand, it preserves the company's cash reserves, but on the other hand, it has the potential to dilute current shareholders. The ability to prepay without penalty is another favorable aspect, allowing Tevogen to manage its debt more flexibly as its financial situation evolves.

In addition, the potential $14 million private placement, contingent on the share price reaching $10, offers further upside but introduces some uncertainty, particularly considering it is priced at a 30% discount.

Overall, this agreement should be seen as a positive development, but investors should keep an eye on how the company utilizes these funds and manages potential dilution risks.

Tevogen Bio's focus on oncology, neurology and virology through its ExacTcell™ technology platform is a growth-oriented strategy, tapping into robust market sectors. The elimination of $94.9 million in liabilities significantly strengthens its balance sheet, making the company more attractive to investors. This reduction in debt is critical as it lowers financial risk and enhances the company's ability to invest in R&D.

The financing agreement, particularly the contingent private placement, aligns well with Tevogen’s R&D-driven strategy. However, the stipulation that the stock price must reach $10 for the private placement to trigger implies confidence in the company's future performance, but also introduces an element of conditionality that could delay funding. The discount of 30% might be seen as steep, possibly reflecting the perceived risk by the financiers.

Considering Tevogen's current stage, this agreement is an enabling factor for extensive R&D, but investors should be aware of the execution risks and market conditions that might affect the stock price targets.

The infusion of up to $50 million in financing is a substantial boost for Tevogen Bio’s research and clinical development programs. The focus on their ExacTcell™ technology platform, which aims to develop off-the-shelf, genetically unmodified T cell therapeutics, is particularly significant in the biotech industry. This platform has the potential to revolutionize treatments in oncology, neurology and virology by making personalized therapies more accessible and affordable.

It’s important to recognize that the success of Tevogen's clinical trials, particularly for TVGN 489, will be critical in validating their technological approach. The expanded R&D efforts backed by this financing could accelerate the development timeline and enhance the company's intellectual property portfolio. Currently, Tevogen holds 3 granted US patents and has numerous pending applications, underscoring their innovative edge.

This financing, therefore, is a strategic move that could position Tevogen Bio as a key player in next-generation T cell therapies, but investors should closely monitor clinical milestones and regulatory approvals, which are important for long-term success.

  • Includes $36 million line of credit and potential $14 million private placement

WARREN, N.J., June 11, 2024 (GLOBE NEWSWIRE) -- Tevogen Bio Holdings Inc. (“Tevogen” or “Tevogen Bio”) (Nasdaq: TVGN), a clinical-stage specialty immunotherapy biotech pioneer developing off-the-shelf, genetically unmodified T cell therapeutics in oncology, neurology, and virology, following the recent elimination of $94.9 million in balance sheet liabilities, has entered into a definitive agreement for up to $50 million in financing. This formalizes the binding term sheet previously announced May 10, 2024.

Combined with this financing, Tevogen’s efficient and innovative business model is expected to support research and development, particularly focusing on TVGN 489 the company’s initial product from its ExacTcell™ technology platform, and to strengthen its IP portfolio, which currently includes 3 granted US patents, 9 pending US patent applications, and 12 ex-US patent applications.

The financing consists of a combination of a $36 million line of credit and a $14 million contingent private placement. The line of credit is available immediately and allows Tevogen Bio to access up to $1 million per month at an annual interest rate of the lower of (a) the daily SOFR plus 2.0% and (b) 7.0%, accruing quarterly and payable in common stock at an effective price of $1.50 per share. Draws can be made under the line of credit for up to 36 months. The maturity date of each draw will be four years after the draw, and principal amounts are payable in cash or in common stock. Prepayment will be permitted without penalty.

The private placement is available at the counterparty’s option after the trailing 10-day volume weighted average share price reaches $10 per share and would be priced at a 30% discount to that price. The private placement can also include any remaining available and undrawn amount of the line of credit.

“We are excited to finalize this agreement with a financing partner who shares our vison and are ready to deploy the funding as pragmatically as possible,” said Dr. Ryan Saadi, Tevogen Bio Founder and CEO. “We believe this financing together with our business model of efficient operations and innovative thinking will allow us to meaningfully expand our R&D efforts and investments in Tevogen AI. I’m pleased we are taking this significant step to help patients by providing affordable and accessible personalized T cell therapies for large patient populations.”

About Tevogen Bio

Tevogen is a clinical-stage specialty immunotherapy company harnessing one of nature’s most powerful immunological weapons, CD8+ cytotoxic T lymphocytes, to develop off-the-shelf, genetically unmodified precision T cell therapies for the treatment of infectious diseases, cancers, and neurological disorders, aiming to address the significant unmet needs of large patient populations. Tevogen Leadership believes that sustainability and commercial success in the current era of healthcare rely on ensuring patient accessibility through advanced science and innovative business models. Tevogen has reported positive safety data from its proof-of-concept clinical trial, and its key intellectual property assets are wholly owned by the company, not subject to any third-party licensing agreements. These assets include three granted patents and twelve pending patents, two of which are related to artificial intelligence.

Tevogen is driven by a team of highly experienced industry leaders and distinguished scientists with drug development and global product launch experience. Tevogen’s leadership believes that accessible personalized therapeutics are the next frontier of medicine, and that disruptive business models are required to sustain medical innovation.

Forward Looking Statements

This press release contains certain forward-looking statements, including without limitation statements relating to: expectations regarding the benefits of the financing; Tevogen’s development of, the potential benefits of, and patient access to its product candidates for the treatment of infectious diseases, cancer and neurological disorders, including TVGN 489 for the treatment of COVID-19 and Long COVID; Tevogen’s ability to develop additional product candidates, including through use of Tevogen’s ExacTcell platform; the anticipated benefits of ExacTcell; expectations regarding Tevogen’s future research and development and clinical trials; the healthcare and biopharmaceutical industries; and Tevogen’s ability to generate revenue in the future. Forward-looking statements can sometimes be identified by words such as “may,” “could,” “would,” “expect,” “possible,” “potential,” “goal,” “opportunity,” “project,” “believe,” “future,” and similar words and expressions or their opposites. These statements are based on management’s expectations, assumptions, estimates, projections and beliefs as of the date of this presentation and are subject to a number of factors that involve known and unknown risks, delays, uncertainties and other factors not under the company’s control that may cause actual results, performance or achievements of the company to be materially different from the results, performance or other expectations expressed or implied by these forward-looking statements.

These factors include, but are not limited to: that Tevogen will need to raise additional capital to execute its business plan, which may not be available on acceptable terms or at all; the effect of the recent business combination with Semper Paratus Acquisition Corporation (the “Business Combination”) on Tevogen’s business relationships, operating results, and business generally; costs related to the Business Combination and the failure to realize anticipated benefits of the Business Combination; the outcome of any legal proceedings that may be instituted against Tevogen related to the Business Combination; changes in the markets in which Tevogen competes, including with respect to its competitive landscape, technology evolution, or regulatory changes; changes in domestic and global general economic conditions; the risk that Tevogen may not be able to execute its growth strategies or may experience difficulties in managing its growth and expanding operations; the risk that Tevogen may not be able to develop and maintain effective internal controls; the failure to achieve Tevogen’s commercialization and development plans, and identify and realize additional opportunities, which may be affected by, among other things, competition, the ability of Tevogen to grow and manage growth economically and hire and retain key employees; the risk that Tevogen may fail to keep pace with rapid technological developments to provide new and innovative products and services or make substantial investments in unsuccessful new products and services; the ability to develop, license or acquire new therapeutics; the risk of regulatory lawsuits or proceedings relating to Tevogen’s business; uncertainties inherent in the execution, cost, and completion of preclinical studies and clinical trials; risks related to regulatory review, and approval and commercial development; risks associated with intellectual property protection; Tevogen’s limited operating history; and those factors discussed in Tevogen’s Annual Report on Form 10-K and other filings with the SEC.

You should not place undue reliance on forward-looking statements, which speak only as of the date they are made. Tevogen undertakes no obligation to update any forward-looking statements, except as required by applicable law.

Contacts

Tevogen Bio Communications
T: 1 877 TEVOGEN, Ext 701
Communications@Tevogen.com


FAQ

What recent financing has Tevogen Bio (TVGN) secured?

Tevogen Bio has secured up to $50 million in financing, including a $36 million line of credit and a potential $14 million private placement.

How will the $36 million line of credit benefit Tevogen Bio (TVGN)?

The $36 million line of credit allows Tevogen Bio to draw up to $1 million per month at a low interest rate, aiding in R&D and clinical development.

What are the terms of Tevogen Bio's (TVGN) $14 million private placement?

The private placement is available at a 30% discount once the share price reaches $10, contingent on remaining undrawn amounts from the line of credit.

What impact will Tevogen Bio's (TVGN) new financing have on its R&D efforts?

The financing will enable Tevogen Bio to expand its R&D efforts, particularly focusing on its TVGN 489 product from the ExacTcell™ technology platform.

What recent financial improvement has Tevogen Bio (TVGN) made?

Tevogen Bio has eliminated $94.9 million in balance sheet liabilities, improving its financial position.

What are the IP assets held by Tevogen Bio (TVGN)?

Tevogen Bio has 3 granted US patents, 9 pending US patent applications, and 12 ex-US patent applications.

How will the line of credit's interest rate affect Tevogen Bio (TVGN)?

The line of credit has an interest rate capped at 7%, which is relatively low and offers repayment flexibility in cash or stock.

What are the potential risks associated with Tevogen Bio's (TVGN) new financing?

The main risks include shareholder dilution due to stock repayment terms and the $1 million monthly draw limit from the line of credit.

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