MARINA DEL REY, Calif., February 9, 2022 /PRNewswire/ — Armata Pharmaceuticals, Inc. (NYSE American: ARMP) (“Armata” or the “Company”), a biotechnology company specializing in pathogen-specific bacteriophage treatments for antibiotic-resistant and difficult-to-treat bacterial infections. deal, today announced that it has entered into a securities purchase agreement to sell Armata common stock and warrants to Innoviva Strategic Opportunities LLC, a wholly-owned subsidiary of Innoviva, Inc. (Nasdaq: INVA ) (collectively, “Innoviva”), the major shareholder of Armata. The Company’s gross proceeds from the transaction are expected to be $45 millionbefore deduction of the estimated offering costs payable by the Company.
Armata intends to use the net proceeds of this transaction to advance its clinical pipeline and strengthen its bacteriophage platform. The clinical pipeline is led by AP-PA02, currently being evaluated in the ‘SWARM-Pennsylvania‘ trial as a new therapeutic treatment to treat chronic diseases Pseudomonas aeruginosa infections in people with cystic fibrosis. A second study, “diSArm”, is evaluating AP-SA02 in patients with Staphylococcus aureus bacteremia. Bacteriophage Platform efforts include phage engineering for enhanced attributes and the planned construction of a phage-specific GMP manufacturing facility.
“We are grateful to Innoviva for the strong vote of confidence in our business and our technology that this investment represents,” said Brian Varnum, CEO of Armata. “Innoviva’s long-term support has propelled the clinical development of AP-PA02 and AP-SA02. This funding also allows us to engage in new clinical indications for these lead product candidates, including non-cystic fibrosis bronchiectasis and prosthetic joint infections,” Dr. Varnum concluded.
Pursuant to and subject to the terms and conditions of the Securities Purchase Agreement and related agreements, Innoviva will purchase 9.0 million newly issued common shares of Armata, at a price of $5.00 per share, and warrants to purchase up to 4.5 million additional ordinary shares of Armata, with an exercise price of $5.00 per share. The share purchases are expected to take place in two tranches. Upon settlement, Innoviva purchased approximately 3.6 million common shares and warrants to purchase approximately 1.8 million common shares for an aggregate purchase price of approximately $18.1 million. Upon closing of the second tranche, after Armata shareholders have voted in favor of the transaction, Innoviva will purchase approximately 5.4 million common shares and warrants to purchase approximately 2.7 million common shares for a total purchase price of $26.9 million.
Subject to the satisfaction of certain closing conditions, including Armata shareholder approval, the second closing contemplated by the securities purchase agreement is expected to occur near the end of the first quarter of 2022. Armata will receive a proxy statement requesting approval of the second closing in the coming weeks.
Armata received legal advice in connection with the transaction from Thompson Hine LLP, and Ladenburg Thalmann & Co. Inc. provided a fairness opinion.
Willkie Farr & Gallagher LLP provided legal advice to Innoviva.
This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities. The shares offered have not been registered under the Securities Act of 1933, as amended, or applicable state securities laws and may not be offered or sold in United States or any state thereof absent registration under applicable securities law and state securities laws or an applicable exemption from registration requirements.
About Armata Pharmaceuticals, Inc.
Armata is a clinical-stage biotechnology company focused on the development of precisely targeted bacteriophage therapies for the treatment of antibiotic-resistant and difficult-to-treat bacterial infections using its proprietary bacteriophage-based technology. Armata develops and advances a wide range of natural and synthetic phage candidates, including clinical candidates for Pseudomonas aeruginosa, Staphylococcus aureus and other pathogens. Additionally, in conjunction with Merck, known as MSD outside of United States and Canada, Armata is developing proprietary synthetic phage candidates to target an undisclosed infectious disease agent. Armata is committed to advancing phages through drug development expertise that spans from the laboratory to the clinic, including the in-house manufacturing of phage-specific GMPs.
This communication contains “forward-looking” statements, including, without limitation, statements relating to the use of proceeds of the securities offering, Armata’s bacteriophage development programs, Armata’s ability to achieve expected milestones, Armata’s ability to be a leader in the development of fatty acid-based bacteriophage therapeutics, and statements regarding the timing and results of clinical trials, including anticipated initiation and progress clinical trials of AP-PA02 and AP-SA02, Armata’s ability to develop novel bacteriophage and synthetic phage products, and Armata’s expectations for the performance of Armata’s therapeutic candidates on the basis of Armata’s recent non-clinical work. Any statements contained in this communication that are not statements of historical fact may be deemed to be forward-looking statements. These forward-looking statements are based on Armata’s current expectations. Forward-looking statements involve risks and uncertainties. Armata’s actual results and timing of events could differ materially from those anticipated in these forward-looking statements due to such risks and uncertainties, which include, but are not limited to, risks relating to the ability of lead clinical candidates to Armata, AP-PA02 and AP-SA02, to be more efficient than previous candidates; Armata’s ability to accelerate the development of AP-PA02; Armata’s ability to advance its preclinical and clinical programs and the uncertain and lengthy regulatory approval process; Armata’s ability to develop synthetic bacteriophage and phage products to kill bacterial pathogens; the Company’s expected market opportunity for its products; Armata’s ability to sufficiently finance its operations as planned, including obtaining additional financing if necessary; and any delays or adverse events within or outside of Armata’s control caused by the recent outbreak of COVID-19. Additional risks and uncertainties regarding Armata and its business can be found under “Risk Factors” and elsewhere in Armata’s filings and reports with the SEC, including Armata’s Annual Report on Form 10-K. , filed with the SEC on March 17, 2021and in its subsequent filings with the SEC.
Armata expressly disclaims any obligation or undertaking to publicly release any updates or revisions to any forward-looking statements contained herein to reflect any change in Armata’s expectations with respect thereto or any change in events, conditions or circumstances to which these statements are true.
Armata Pharmaceuticals, Inc.
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