?50M Financing Facility - Darwin Strategic

RNS Number : 1644F

Immupharma PLC

21 May 2013

 

FOR IMMEIDATE RELEASE                                                                                    21 May 2013

ImmuPharma PLC

IMMUPHARMA SECURES £50M FINANCING FACILITY FOR LUPUZOR PHASE III

Facility Underwritten by Henderson Global's Subsidary Darwin Strategic

ImmuPharma plc (LSE:IMM) ("ImmuPharma" or the "Company" or the "Group"), the specialist drug discovery and development company, is pleased to announce that it has secured a £50 million, five  year Equity Financing Facility ("EFF") with Darwin Strategic Limited ("Darwin"), a majority owned subsidiary of Henderson Global Investors' Volantis Capital ("Henderson Volantis") to fund ImmuPharma's late stage Lupuzor compound.

Key Highlights:

-     £50M facility allows ImmuPharma to complete the last development stage, Phase III - of its blockbuster Lupuzor compound while continuing discussions with major pharmaceutical companies for a potential corporate deal

-     Lupuzor has a unique mechanism that modulates the immune system to correct abnormalities in Lupus

-     Key third party prestigious endorsements have recently confirmed Lupuzor's superiority/mode of action (MOA) over conventional and recently approved drugs

o  The Centre National de la Recherche Scientfique (CNRS)

o  Amercian College of Rheumatology Annual Conference (ACR)

o  Decision Resources Report

For reference, ImmuPharma entered into a corporate licensing deal with Cephalon in 2008 while in the middle of a Phase IIb study, which ImmuPharma designed, managed and funded. Cephalon paid ImmuPharma $15m before the results of the phase IIb study for the exclusive option to enter into the worldwide license. Following positive results of the ImmuPharma phase IIb study in early 2009, Cephalon exercised its option by paying a further $30m for an exclusive worldwide license. This was part of an agreement worth $500m in cash milestone payments plus royalties on product sales. Upon completion of the license agreement, Cephalon assumed all responsibilities and costs for the development and commercialisation of Lupuzor™.

In May 2011, Cephalon agreed to a takeover bid by Teva. The acquisition was finalized on October 14, 2011.  Due to a change of control provision and given the fact that Teva has a competing drug candidate for Lupus (laquinimod), based on the key provisions of the agreement between ImmuPharma and Cephalon, Immupharma requested and was granted the return of the rights for Lupuzor™.  ImmuPharma regained Lupuzor^TM at an exciting stage in its development.  The FDA has granted Lupuzor^TM approval to start Phase III with a Special Protocol Assessment (SPA) and Fast Track designation. 

Commenting on the announcement, Richard Warr, Chairman of ImmuPharma, said: "We are delighted to receive support from Darwin and the fund management team at Henderson Volantis. Together with our current balance sheet and continued support from our existing Institutional Shareholders, we are in a strong position to take Lupuzor, our late phase potential blockbuster treatment for Lupus through Phase 3 clinical trials."

Dimitri F. Dimitriou, Chief Executive of ImuPharma, added: "In addition to our ongoing discussions with Pharmaceutical companies for another licensing deal such as our previous one with Cephalon, we have been exploring attractive and creative options to advance Lupuzor . We are delighted to have obtained the support and funding ability to take Lupuzor to commercialization.  This strengthening of our position creates an inflection point with both new institutional investors whose investment criteria is based on Phase III compounds and also with Pharmaceutical companies that are keen on commercialising late stage compounds."

Anand Sambasivan, Chief Executive of Darwin Strategic said: "With Immupharma's Lupuzor fast tracked by the FDA for pivotal Phase III trials, the Company is approaching an important inflection point.The EFF bolsters ImmuPharma's financing security as it prepares for this next stage on Lupuzor while continuing to develop its drug pipeline."

Further details of the Equity Finance Facility

The EFF agreement with Darwin and Henderson Volantis provides ImmuPharma with a facility of up to £50 million which (subject to certain limited restrictions) can be drawn down at any time over the next five years. The timing and floor subscription price of any draw down is always at the complete control and sole discretion of the Group. There are no penalty fees payable for not using the facility.

ImmuPharma is under no obligation to make a draw down and may make drawdowns at its discretion, up to the total value of the EFF, by way of issuing subscription notices to Darwin. Following delivery of a subscription notice, Darwin will subscribe and the Group will allot and issue to Darwin new ordinary shares in ImmuPharma ('Ordinary Shares').

For further information please see the Group's web site, www.immupharma.com, or contact:

ImmuPharma PLC  (www.immupharma.com)
Richard Warr, Chairman	[phone]
Dimitri Dimitriou, Chief Executive Officer	[phone]
Lisa Baderoon, Head of Investor Relations	[phone]
Panmure Gordon	[phone]
Hugh Morgan, Fred Walsh, Hannah Woodley
Darwin Strategic Anand Sambasivan, Chief Executive Officer Jamie Vickers, Director	[phone]

Notes to Editors

ImmuPharma

ImmuPharma is focusing on developing novel medicines with high sales potential in specialist markets with serious unmet need.  ImmuPharma has five drug candidates in development, two platform technologies and approximately 70 patents.  The Company's most advanced drug candidate, Lupuzor^TM a potential blockbuster drug for Lupus, a chronic autoimmune disease has recently received the approval from the US FDA to enter phase III with a Special Protocol Assessment and "Fast Track" designation.  The Company's second potential blockbuster compound in cancer "IPP-204106" is completing  a new Phase I/ II clinical trial with the next generation of "polyplexed Nucant".  ImmuPharma was founded and is led by a commercially focused Board and management team with extensive experience. For more information on ImmuPharma please go to: www.immupharma.com.

Darwin Strategic Limited

Darwin is an institutional provider of equity based investments for a variety of sectors in the AIM market. Working in partnership with its parent company Henderson Volantis, Darwin specialises in providing AIM companies with flexible, low cost access to capital. Darwin individually tailors and structures bespoke investments and financings according to each company's need via a broad range of structures. For more information on Darwin please got to: www.darwin-strategic.com.

Equity Financing Facility

The subscription price for any Ordinary Shares to be subscribed by Darwin will be set with reference to the average of the three lowest Closing Bid Prices in the period following the issue of the subscription notice.

ImmuPharma is able to specify in each subscription notice a minimum price below which Ordinary Shares will not be issued to Darwin. The Group will have the right (with the consent of Darwin) to modify that minimum price at any time during the relevant Pricing Period.

The number of Ordinary Shares which may be issued under any individual subscription notice may be up to the lower of 25 per cent of the Group's issued share capital following completion of the relevant subscription, or four times the average daily trading volume of ImmuPharma's Ordinary Shares over the 15 trading days preceding the issue of the relevant subscription notice. This may be reduced in certain circumstances, including where the minimum price is not maintained.

The maximum amount of an individual subscription notice may not exceed £500,000 without Darwin's permission. Darwin is entitled to a commission of up to 5 per cent of amounts subscribed but may agree with ImmuPharma in lieu thereof for the subscription price for the Ordinary Shares to be discounted by 5 per cent.

There is also an over-allotment facility available to ImmuPharma, under which the Group may authorise Darwin, at Darwin's discretion, to increase the amount of the draw down by up to the aggregate undrawn amount under the EFF.  Darwin may direct allotments under the EFF to its parent fund, Henderson Volantis.

Darwin and ImmuPharma may mutually agree at the end of the pricing period to a variation of subscription price. This may allow for a larger subscription via any over-allotment facility authorised by the Group.

The issuance of a Subscription Notice is conditional upon the satisfaction of certain Subscription Notice Conditions which have been agreed between Darwin and ImmuPharma. Any subscription notice which ImmuPharma may issue will only be valid to the extent that it has the requisite shareholder authority to issue the maximum number of Ordinary Shares that Darwin may be required to subscribe under the relevant subscription notice.

Darwin and ImmuPharma may terminate the EFF agreement if certain conditions are not met.

In conjunction with the EFF, ImmuPharma has entered into a warrant agreement with Darwin dated 21/05/2013 to subscribe for up to 1,500,000 Ordinary Shares, such warrants to be exercisable at 52.5p at any time prior to the expiry of 36 months from the date of the warrant agreement.

 

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