Addex Enters into At-The-Market ADS Offering Agreement with H.C. Wainwright & Co. LLC.
31 Gennaio 2024 - 7:00AM
Ad Hoc Announcement Pursuant to Art. 53
LR
Geneva, Switzerland, January 31,
2024 – Addex Therapeutics (SIX: ADXN), a clinical-stage
pharmaceutical company pioneering allosteric modulation-based drug
discovery and development, announced today that the company has
entered into an At The Market Offering Agreement (the “ATM
Agreement”) with H.C. Wainwright & Co., LLC (“H.C. Wainwright”)
with respect to an at-the-market offering program under which the
Company may offer and sell, from time to time at its sole
discretion, ADSs having an aggregate offering price of up to $2.1
million through H.C. Wainwright as its sales agent. The issuance
and sale, if any, of the ADSs by the Company under the ATM
Agreement will be made pursuant to the Company’s effective
registration statement on Form F-3 (Registration Statement No.
333-255089).
H.C. Wainwright may sell the ADSs by any method
permitted by law deemed to be an “at the market offering” as
defined in Rule 415(a)(4) of the Securities Act of 1933, as
amended, including, without limitation, sales made through The
Nasdaq Capital Market or on any other existing trading market for
the ADSs. H.C. Wainwright will use commercially reasonable efforts
to sell the ADSs from time to time, based upon instructions from
the Company (including any price, time or size limits or other
customary parameters or conditions the Company may impose). The
Company will pay H.C. Wainwright a commission equal to three
percent (3.0%) of the gross sales proceeds of any ADSs sold through
H.C. Wainwright under the ATM Agreement, and also has provided H.C.
Wainwright with customary indemnification and contribution
rights.
The Company is not obligated to make any sales
of ADSs under the ATM Agreement. The Company or H.C. Wainwright may
suspend or terminate the offering of ADSs upon notice to the other
party and subject to other conditions. H.C. Wainwright will act as
the sales agent on a commercially reasonable efforts basis
consistent with its normal trading and sales practices and
applicable state and federal law, rules and regulations and the
rules of the Nasdaq Stock Market.
The foregoing description of the ATM Agreement
is not complete and is qualified in its entirety by reference to
the full text of the ATM Agreement.
This press release shall not constitute an offer
to sell or the solicitation of an offer to buy these securities,
nor shall there be any sale of these securities in any state or
jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such state or jurisdiction. No sales of
securities are being made under the ATM in Switzerland.
About Addex Therapeutics
Addex Therapeutics is a clinical-stage
pharmaceutical company focused on the development and
commercialization of an emerging class of novel orally available,
small molecule drugs known as allosteric modulators for
neurological disorders. Allosteric modulators offer several
potential advantages over conventional, non-allosteric molecules
and may offer an improved therapeutic approach to conventional
“orthosteric” small molecule or biological drugs. Addex’s
allosteric modulator drug discovery platform targets receptors and
other proteins that are recognized as essential for therapeutic
intervention. Addex’s lead drug candidate, ADX71149 (mGlu2 positive
allosteric modulator or PAM), developed in collaboration with
Janssen Pharmaceuticals, Inc., is in a Phase 2 clinical trial for
the treatment of epilepsy. The company’s second clinical program,
dipraglurant (mGlu5 negative allosteric modulator or NAM), is under
evaluation for future development in post-stroke recovery. Indivior
PLC has licensed Addex’s GABAB PAM program for the development of
drug candidates, with a focus on substance use disorder. Addex is
also advancing a broad preclinical pipeline, which includes
development of a range of GABAB PAM for chronic cough, mGlu7 NAM
for stress related disorders, M4 PAM for schizophrenia and other
forms of psychosis and mGlu2 NAM for mild neurocognitive disorders
and depression. Addex shares are listed on the SIX Swiss Exchange
and American Depositary Shares representing its shares are listed
on the NASDAQ Capital Market, and trade under the ticker symbol
“ADXN” on each exchange.
Contacts:
Tim
DyerChief Executive OfficerTelephone: +41 22 884 15
55 PR@addextherapeutics.com |
Mike
SinclairPartner, Halsin Partners+44 7968
022075msinclair@halsin.com |
Forward Looking StatementsThis
press release contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995, as
amended, including statements about the intended use of proceeds of
the offering. The words “may,” “will,” “could,” “would,” “should,”
“expect,” “plan,” “anticipate,” “intend,” “believe,” “estimate,”
“predict,” “project,” “potential,” “continue,” “target” and similar
expressions are intended to identify forward-looking statements,
although not all forward-looking statements contain these
identifying words. Any forward-looking statements in this press
release, are based on management's current expectations and beliefs
and are subject to a number of risks, uncertainties and important
factors that may cause actual events or results to differ
materially from those expressed or implied by any forward-looking
statements contained in this press release, including, without
limitation, uncertainties related to market conditions. These and
other risks and uncertainties are described in greater detail in
the section entitled “Risk Factors” in Addex Therapeutics’ Annual
Report on Form 20-F for the year ended December 31, 2022, as filed
with the SEC on March 30, 2023, the final prospectus supplement and
accompanying prospectus and other filings that Addex Therapeutics
may make with the SEC in the future. Any forward-looking statements
contained in this press release represent Addex Therapeutics’ views
only as of the date hereof and should not be relied upon as
representing its views as of any subsequent date. Addex
Therapeutics explicitly disclaims any obligation to update any
forward-looking statements.
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