Cartesian Therapeutics Secures $130 Million in Private Equity Financing

Cartesian Therapeutics, Inc. (NASDAQ: RNAC), a biotechnology firm specializing in mRNA cell therapy for autoimmune disorders, has announced a substantial private investment in public equity (PIPE) financing. Set to close around July 3, 2024, the deal is expected to bring approximately $130 million in gross proceeds to the company, before accounting for placement agent fees and other costs.

The financing round saw participation from a mix of new and existing investors. Key participants include HBM Healthcare Investments (Cayman) Ltd., Invus, Schooner Capital, Surveyor Capital (a Citadel company), Timothy A. Springer, Ph.D., a leading mutual fund manager, along with other institutional investors.

According to the securities purchase agreement, Cartesian Therapeutics will sell a total of 3,563,247 shares of its common stock and 2,937,903 shares of its Series B Non-Voting Convertible Preferred Stock. Each share is priced at $20.00. The Series B Preferred Stock can be converted into common stock, contingent upon stockholder approval and certain conditions related to beneficial ownership set by the purchasers.

The company plans to utilize the net proceeds from this financing, in addition to its current cash reserves, cash equivalents, and marketable securities, to support its development programs and for general corporate and working capital purposes.

Leading the transaction as placement agents are Leerink Partners and TD Cowen, with Needham & Company also participating as a placement agent.

The securities involved in this transaction are being sold in a private placement. They have not been registered under the Securities Act of 1933 and are therefore restricted from being offered or sold in the U.S. unless they are registered or exempt from registration requirements. Concurrently, the company and investors have agreed to a registration rights agreement, which obligates the company to file a registration statement with the SEC to register the resale of the common stock underlying the Series B Preferred Stock and the common stock sold in the PIPE financing.

This announcement does not constitute an offer to sell or a solicitation to buy these securities, nor will there be any sale of these securities in jurisdictions where such offers or sales would be illegal without proper registration or qualification under the securities laws of those jurisdictions.

About Cartesian Therapeutics

Cartesian Therapeutics is at the forefront of developing mRNA cell therapies for autoimmune diseases. Its leading product, Descartes-08, is an mRNA CAR-T treatment currently in Phase 2b clinical development for generalized myasthenia gravis and in Phase 2 for systemic lupus erythematosus. A Phase 2 basket trial is also planned for other autoimmune conditions. Another key pipeline product is Descartes-15, an advanced autologous anti-BCMA mRNA CAR-T therapy.