Proceeds Will Fund Start-Up Activities for Current and Future
HIGH POINT, N.C.--(BUSINESS WIRE)--Mar. 18, 2019--
vTv Therapeutics Inc. (Nasdaq:VTVT) (the “Company”) today announced that
it has entered into a definitive agreement with certain institutional
investors for the purchase and sale in a registered direct offering (the
“Registered Direct Offering”) of 3,636,364 shares of the Company’s Class
A common stock (the “Common Stock”) at a price of $1.65 per share for
aggregate gross proceeds of approximately $6.0 million. The offering is
expected to close on or about March 20, 2019, subject to the
satisfaction of customary closing conditions.
H.C. Wainwright & Co. is acting as the exclusive placement agent.
The Company also entered into a letter agreement (the “Letter
Agreement”) with MacAndrews & Forbes Group LLC (“M&F Group”), the
Company’s largest shareholder, pursuant to which M&F Group has committed
to purchase, at the Company’s option and exercisable on demand during a
one-year period after the date of the Letter Agreement, up to 5,454,545
unregistered shares of Common Stock at a fixed price of $1.65 per share
for aggregate proceeds of approximately $9.0 million assuming the
Company elects to sell the entire amount. M&F Group may also exercise a
right to purchase those shares on the same terms three times during the
same one-year period.
“This financing allows us to initiate two important trials to study
therapeutics for underserved populations, one for Type 1 diabetics who
rely primarily on insulin and a second for diabetics with Alzheimer’s,”
said Steve Holcombe, the chief executive officer of vTv Therapeutics.
“We expect readouts from these trials in the first quarter of next year
and fourth quarter of next year, respectively.”
The Company intends to use the net proceeds from the Registered Direct
Offering and the Letter Agreement to fund start-up activities for
current and future clinical trials, in addition to ongoing business
operations. The clinical trials include:
A phase 2 and phase 3 clinical trial under a single protocol designed
to investigate the safety and efficacy of azeliragon in
patients with mild Alzheimer’s disease and type 2 diabetes as
evidenced by elevated HbA1c.
The part 2 confirmatory phase of the ongoing Simplici-T1 Study, a
12-week study to evaluate TTP399 as an add-on to insulin therapy for
type 1 diabetics. This trial is being conducted in partnership with
The Common Stock in the Registered Direct Offering is being offered and
sold by the Company pursuant to a shelf registration statement on Form
S-3 (Registration No. 333-223269) that was previously filed with the
Securities and Exchange Commission (“SEC”) and declared effective on
March 19, 2018. The Registered Direct Offering of shares of Common Stock
will be made only by means of a prospectus supplement that forms a part
of the registration statement. A prospectus supplement and the
accompanying prospectus relating to the Registered Direct Offering will
be filed with the SEC. Copies of the prospectus supplement and the
accompanying prospectus relating to the Registered Direct Offering may
be obtained, when available, from H.C. Wainwright & Co., LLC, 430 Park
Avenue 3rd Floor, New York, NY 10022, or by calling (646) 975-6996 or by
or at the SEC's website at http://www.sec.gov.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of these
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 any such jurisdiction.
About vTv Therapeutics
vTv Therapeutics Inc. is a clinical-stage biopharmaceutical company
engaged in the discovery and development of orally administered small
molecule drug candidates to fill significant unmet medical needs. vTv
has a pipeline of clinical drug candidates led by programs for the
treatment of Alzheimer’s disease and diabetes as well as treatment of
This release contains forward-looking statements, which involve risks
and uncertainties. These forward-looking statements can be identified by
the use of forward-looking terminology, including the terms
“anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,”
“plan,” “potential,” “predict,” “project,” “should,” “target,” “will,”
“would” and, in each case, their negative or other various or comparable
terminology. All statements other than statements of historical facts
contained in this release, including statements regarding the timing of
our clinical trials, our strategy, future operations, future financial
position, future revenue, projected costs, prospects, plans, objectives
of management and expected market growth are forward-looking statements.
These statements involve known and unknown risks, uncertainties and
other important factors that may cause our actual results, performance
or achievements to be materially different from any future results,
performance or achievements expressed or implied by the forward-looking
statements. Important factors that could cause our results to vary from
expectations include those described under the heading “Risk Factors” in
our Annual Report on Form 10-K and our other filings with the SEC. These
forward-looking statements reflect our views with respect to future
events as of the date of this release and are based on assumptions and
subject to risks and uncertainties. Given these uncertainties, you
should not place undue reliance on these forward-looking statements.
These forward-looking statements represent our estimates and assumptions
only as of the date of this release and, except as required by law, we
undertake no obligation to update or review publicly any forward-looking
statements, whether as a result of new information, future events or
otherwise after the date of this release. We anticipate that subsequent
events and developments will cause our views to change. Our
forward-looking statements do not reflect the potential impact of any
future acquisitions, merger, dispositions, joint ventures or investments
we may undertake. We qualify all of our forward-looking statements by
these cautionary statements.
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Source: vTv Therapeutics Inc.
vTv Therapeutics Inc.