Biotech Acquisition Company (NASDAQ:BIOT) has entered into a Common Stock Purchase Agreement with CF Principal Investments LLC, an affiliate of Cantor Fitzgerald, for $75 million in relation to its combination with drug developer Blade Therapeutics.
Today’s 8-K filing disclosed that Blade will have the right to sell the full $75 million of common stock to CFPI once the business combination closes in another “ATM-like” transaction, similar to Tuatara’s arrangement with Cantor, which was announced last week. Blade will determine the timing of the sales, depending on a variety factors such as market conditions, trading price of the common stock and use of proceeds of common stock sales. The net proceeds from any such sales under the agreement will depend on the frequency with, and the price at, which the shares of common stock are sold to CFPI, but it is anticipated that Blade Biotherapeutics will use the proceeds for working capital and general corporate purposes.
Blade will have the right, from time to time, to direct CFPI to purchase up to a specified maximum amount of common stock by delivering written notice prior to the commencement of trading on any trading day, but can only do so no later than the first day of the month following the 36-month anniversary of the date that Resale Registration Statement is declared effective. The purchase price of the common stock that Blade Biotherapeutics elects to sell to CFPI will be 97% of the VWAP of the common stock during the applicable purchase date on which Blade Biotherapeutics has timely delivered a written notice.
The agreement also provides that Blade will issue a number of shares equal to the quotient of $2,250,000 divided by the last closing trading price for the common stock on the earlier of the second trading day immediately prior to the filing of the Resale Registration Statement and the date on which CFPI sends an invoice to Blade Biotherapeutics with respect to such commitment fee. Additionally, Biotech Acquisition Company has agreed to reimburse CFPI for certain expenses incurred in connection with the facility.
Biotech initially announced the $352 million combination with Blade Therapeutics on November 8. San Francisco-based Blade Therapeutics is developing three drug candidates as potential therapies against varying forms of organ fibrosis with its most advanced having completed Phase I.
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