Eledon Pharmaceuticals Completes $50 Million Oversubscribed Private Placement

Eledon Pharmaceuticals, Inc., based in Irvine, California, has announced a new securities purchase agreement with select institutional and accredited healthcare investors. This private investment in public equity (PIPE) financing aims to generate approximately $50 million in gross proceeds, prior to deducting offering expenses. The agreement stipulates that Eledon will sell a total of 13,110,484 shares of its common stock at $2.37 per share, along with pre-funded warrants priced at $2.369 per underlying share. These warrants can be exercised to purchase 7,989,516 shares of common stock at an exercise price of $0.001 per share. The financing deal is expected to close during the week of May 6, 2024, once customary closing conditions are met.

The financing round was notably oversubscribed, spearheaded by BVF Partners LP, and saw participation from both new and existing investors. Eledon plans to allocate the net proceeds from this private placement towards pre-commercial activities for its products and for general corporate purposes, which will encompass the clinical development of its chief asset, tegoprubart.

The securities sold in this placement, including the common shares underlying the pre-funded warrants, are being transacted in a manner not involving a public offering. As such, they have not been registered under the Securities Act of 1933 or relevant state securities laws. Consequently, these securities cannot be offered or resold in the United States except under an effective registration statement or an applicable exemption from the registration requirements stipulated by the Securities Act and state laws. Alongside the execution of the securities purchase agreement, Eledon and the investors also entered into a registration rights agreement. This agreement obligates the company to file a registration statement with the Securities and Exchange Commission (SEC) to register the resale of the securities issued in the private placement.

Leerink Partners is serving as the lead placement agent for this financing, while LifeSci Capital and Noble Capital Markets are acting as co-placement agents.

Eledon Pharmaceuticals, Inc. is a clinical-stage biotechnology firm that focuses on the development of immune-modulating therapies aimed at managing and treating serious health conditions. The company's main investigational product is tegoprubart, an anti-CD40L antibody that boasts a high affinity for the CD40 Ligand, a well-validated biological target with substantial therapeutic potential. The CD40L signaling plays a pivotal role in both adaptive and innate immune cell activation and function, making it an attractive target for non-lymphocyte depleting, immunomodulatory therapeutic interventions.

Building upon a comprehensive historical understanding of anti-CD40 Ligand biology, Eledon is advancing both preclinical and clinical studies in areas such as kidney allograft transplantation, xenotransplantation, and amyotrophic lateral sclerosis (ALS).

Eledon Pharmaceuticals is headquartered in Irvine, California, and is actively engaged in leveraging its expertise to develop cutting-edge treatments that address unmet medical needs.