Offering conducted by ROTH Capital to fund research and development
By Devika Patel
Knoxville, Tenn., Oct. 4 - Tengion, Inc. gave further details about a $15 million private placement of its senior secured convertible notes in an 8-K filed Thursday with the Securities and Exchange Commission. The deal was announced Sept. 10, priced on Oct. 2 and is being conducted through agent ROTH Capital Partners, LLC.
The notes' principal includes the exchange of about $1 million of debt issued in the company's bridge financing. The notes mature on Oct. 2, 2015.
The notes are convertible into stock at a conversion rate of 1,333 shares per $1,000 of notes, which is equal to an initial conversion price of $0.75, a 49.66% discount to the Oct. 1 closing share price of $1.49.
The investors also received warrants for about 51.1 million shares, with each one exercisable at $0.75, also a 49.66% discount to the Oct. 1 closing share price.
Investors include Celgene Corp., RA Capital Management LLC, Deerfield Management Co., LP, Bay City Capital and HealthCap.
Proceeds will be used for research and development activities.
Located in King of Prussia, Pa., Tengion develops autologous neo-organs and tissues, such as bladders, that are derived from the patient's own (autologous) cells.
| Issuer: | Tengion, Inc.
|
| Issue: | Senior secured convertible notes
|
| Amount: | $15 million
|
| Maturity: | Oct. 2, 2015
|
| Conversion price: | $0.75
|
| Conversion rate: | 1,333 shares per $1,000 of notes
|
| Warrants: | For about 51.1 million shares
|
| Warrant strike price: | $0.75
|
| Agent: | ROTH Capital Partners, LLC
|
| Investors: | Celgene Corp., RA Capital Management LLC, Deerfield Management Co., LP, Bay City Capital and HealthCap
|
| Announcement date: | Sept. 10
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| Pricing date: | Oct. 2
|
| Stock symbol: | OTCBB: TNGN
|
| Stock price: | $1.49 at close Oct. 1
|
| Market capitalization: | $2.66 million
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