BOSTON, Mass., Dec. 15, 2020 (GLOBE NEWSWIRE) -- Yumanity Therapeutics, a clinical-stage biopharmaceutical company focused on the discovery and development of innovative, disease-modifying therapies for neurodegenerative diseases, and Proteostasis Therapeutics, Inc. (Nasdaq: PTI) today announced that Proteostasis has entered into a definitive agreement for the sale of its Common Stock in a private placement led by Fidelity Management & Research Company, LLC and Invus and including participation from Sphera Biotech, Stonepine Capital Management, Altium Capital, Ikarian Capital, LLC and Maven Investment Partners US. The private placement is expected to result in gross proceeds to the company of approximately $33.6 million before deducting placement agent and other offering expenses. The closing of the private placement is contingent upon certain conditions, including closing of the merger of Yumanity and Proteostasis that was announced in August 2020.
“In August, we announced the proposed reverse merger with Proteostasis as a strategic way to accelerate growth and to position our company to deliver disease-modifying drugs earlier to patients suffering from neurodegenerative diseases,” said Richard Peters, M.D., Ph.D., President, Chief Executive Officer and Director of Yumanity. “Today, the announcement of this PIPE financing, which will close in conjunction with the closing of the merger, will bring us additional capital from several new top-tier biotechnology investors and will allow us to accelerate several programs in support of our goal to bring one new program into the clinic every year.”
In light of the private placement, Proteostasis plans to adjourn its special meeting of stockholders, scheduled to be held on December 16, 2020, to December 22, 2020, in order to provide stockholders sufficient time to consider this new information. Accordingly, the record date for the Proteostasis stockholders entitled to receive a dividend in the form of a contingent value right, which is immediately prior to the effectiveness of the merger, is now anticipated to be December 22, 2020.
Pursuant to the terms of the private placement, Proteostasis will issue 29,217,384 shares of Common Stock at a price of $1.15 per share, priced at-the-market under Nasdaq rules, subject to proportional adjustment to account for the proposed reverse stock split by Proteostasis in connection with its merger with Yumanity. The closing of the private placement is subject to certain conditions and is expected to occur immediately following the merger of Yumanity and Proteostasis.
Jefferies served as exclusive placement agent for the financing. Goodwin Procter LLP advised Yumanity on the transaction. Wilmer Cutler Pickering Hale and Dorr LLP advised Jefferies on the financing.
The offer and sale of the foregoing securities are being made in a transaction not involving a public offering and have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or applicable state securities laws, and will be sold in a private placement pursuant to Section 4(a)(2) and/or Regulation D of the Securities Act. The Common Stock may not be offered or sold in the United States absent registration or pursuant to an exemption from the registration requirements of the Securities Act and applicable state securities laws. Proteostasis has agreed to file a registration statement covering the resale of the Common Stock acquired by the investors in the private placement.
This press release does not constitute an offer to sell or the solicitation of an offer to buy the securities, nor shall there be any sale of the securities in any state in which such offer or sale would be unlawful prior to the registration or qualification under the securities laws of such state. Any offering of the securities under the resale registration statement will only be by means of a prospectus.
About Yumanity Therapeutics
Yumanity Therapeutics is a clinical-stage biopharmaceutical company dedicated to accelerating the revolution in the treatment of neurodegenerative diseases through its scientific foundation and drug discovery platform. The Company’s most advanced product candidate, YTX-7739, is currently in Phase 1 clinical development for Parkinson’s disease. Yumanity’s drug discovery platform is designed to enable the Company to rapidly screen for potential disease-modifying therapies by overcoming toxicity of misfolded proteins in neurogenerative diseases. Yumanity’s pipeline consists of additional programs focused on Lewy body dementia, multi-system atrophy, amyotrophic lateral sclerosis (ALS or Lou Gehrig’s disease), frontotemporal lobar dementia (FTLD), and Alzheimer’s disease.
For more information, please visit www.yumanity.com.
About Proteostasis Therapeutics, Inc.
Proteostasis Therapeutics, Inc. is a clinical stage biopharmaceutical company headquartered in Boston, MA. For more information, visit www.proteostasis.com.
