ProMIS Neurosciences Unveils $122.7 Million Private Placement Financing

ProMIS Neurosciences Inc., a biotechnology company specializing in antibody therapeutics for neurodegenerative disorders such as Alzheimer’s disease (AD), amyotrophic lateral sclerosis (ALS), and multiple system atrophy (MSA), has announced a significant financial boost through a new unit purchase agreement. The agreement involves both new and existing institutional and accredited investors, who have committed approximately $30.3 million upfront. This financing has the potential to increase by an additional $92.4 million, contingent on the exercise of certain warrants that require shareholder approval.

The raised funds are earmarked for the continued development of PMN310, an innovative antibody treatment for Alzheimer’s disease. The financing is structured around the issuance of Common Share Units and Pre-Funded Units, sold through a private investment in public equity (PIPE) at prices of $2.15 and $2.14 per unit, respectively.

Each Common Share Unit includes one common share and three warrants (Tranche A, B, and C), while each Pre-Funded Unit consists of a Pre-Funded Warrant and the same three types of common share purchase warrants. The Pre-Funded Warrants come with a minimal exercise price of $0.01 per share and are immediately exercisable. Tranche A and Tranche B warrants, priced at $2.02 each, will become exercisable upon receiving shareholder approval and will expire either 18 or 30 months from issuance, contingent on specific milestones related to the PMN310 clinical study. The Tranche C warrants, priced at $2.50, are immediately exercisable and expire on July 31, 2029.

The financing round saw participation from notable healthcare investors like Great Point Partners, LLC, Armistice Capital, Ally Bridge Group, and Sphera Healthcare. The total anticipated gross proceeds from this financing effort are approximately $30.3 million, with an additional $92.4 million possible if all warrants are exercised. The transaction is set to close on July 31, 2024, subject to standard closing conditions.

Guggenheim Securities, LLC served as the lead placement agent, while Ceros Financial Services, Inc. and Leede Financial Inc. acted as placement agents for this PIPE financing. The company plans to use the proceeds to advance the clinical development of PMN310, cover working capital needs, and support other corporate expenses.

ProMIS Neurosciences operates with a focus on creating antibodies that target toxic, misfolded proteins implicated in various neurodegenerative diseases. The company's proprietary technology, ProMIS™ and Collective Coordinates, enables the prediction and targeting of novel Disease Specific Epitopes on misfolded proteins. This innovative approach is being applied to develop treatments for AD, ALS, and MSA.

The securities offered through this financing have not been registered under the Securities Act of 1933 and may not be sold in the United States without proper registration or an applicable exemption. ProMIS has committed to filing a registration statement with the SEC to facilitate the resale of common shares and those shares issuable upon warrant exercise.

This announcement does not constitute an offer to sell or a solicitation of an offer to buy these securities, nor will there be any sales in jurisdictions where such transactions would be illegal prior to proper registration or qualification under applicable securities laws.