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INmune Bio Inc. Announces $9.7 Million Registered Direct Offering Priced At-the-Market Under Nasdaq Rules

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INmune Bio Inc. announced a $9.7 million Registered Direct Offering priced At-the-Market under Nasdaq Rules. The offering includes 986,000 shares of common stock and warrants at $9.84 per share, with an acceleration clause tied to positive Phase 2 Alzheimer's Disease program data. The gross proceeds are around $9.7 million before fees.
INmune Bio Inc. ha annunciato un'offerta diretta registrata del valore di 9,7 milioni di dollari, prezzata in base al mercato secondo le regole del Nasdaq. L'offerta include 986.000 azioni ordinarie e warrant a 9,84 dollari per azione, con una clausola di accelerazione legata ai dati positivi del programma della Fase 2 sulla malattia di Alzheimer. I proventi lordi ammontano a circa 9,7 milioni di dollari prima delle spese.
INmune Bio Inc. anunció una Oferta Directa Registrada por un valor de 9.7 millones de dólares, con precio Al Mercado bajo las reglas de Nasdaq. La oferta incluye 986,000 acciones comunes y warrants a 9.84 dólares por acción, con una cláusula de aceleración vinculada a los datos positivos del programa de Fase 2 de la enfermedad de Alzheimer. Los ingresos brutos son aproximadamente 9.7 millones de dólares antes de gastos.
INmune Bio Inc.는 나스닥 규정에 따라 시장 가격으로 책정된 970만 달러 규모의 직접 등록 제공을 발표했습니다. 이 제공은 주당 9.84달러에 986,000주의 보통주와 워런트를 포함하며, 양호한 2단계 알츠하이머 질환 프로그램 데이터에 연결된 가속 조항이 포함되어 있습니다. 총 수익은 수수료 전 약 970만 달러입니다.
INmune Bio Inc. a annoncé une offrande directe enregistrée de 9,7 millions de dollars, évaluée au marché conformément aux règles du Nasdaq. L'offre comprend 986 000 actions ordinaires et des bons de souscription à 9,84 dollars par action, avec une clause d'accélération liée aux données positives du programme de la phase 2 sur la maladie d'Alzheimer. Les recettes brutes s'élèvent à environ 9,7 millions de dollars avant frais.
INmune Bio Inc. gab ein registriertes Direktangebot über 9,7 Millionen Dollar bekannt, das zu Marktpreisen gemäß den Nasdaq-Regeln bewertet wird. Das Angebot umfasst 986.000 Stammaktien und Optionsscheine zum Preis von 9,84 Dollar pro Aktie, mit einer Beschleunigungsklausel, die an positive Daten aus dem Phase-2-Alzheimer-Programm gekoppelt ist. Die Bruttoerlöse liegen vor Gebühren bei rund 9,7 Millionen Dollar.
Positive
  • INmune Bio Inc. has successfully completed a $9.7 million Registered Direct Offering under Nasdaq rules.
  • The offering consisted of 986,000 shares of common stock and warrants priced at $9.84 per share.
  • Warrants included an acceleration clause linked to positive top-line data in the Company's Phase 2 Alzheimer's Disease program.
  • The gross proceeds from the offering amount to approximately $9.7 million before placement agent fees and expenses.
Negative
  • None.

The direct offering by INmune Bio Inc. represents a strategic move to raise capital, indicating a bolstering of their financial runway to support ongoing clinical trials. A registered direct offering is often utilized by companies seeking capital without the underwriting of an initial public offering. This can signal to investors both an opportunity and a dilution of shares.

The offering price of $9.84 per share, being at-the-market, means it is set at the current market value, which is a standard practice aiming to minimize disruptions in stock price. The addition of warrants, with the acceleration clause tied to positive clinical outcomes, adds a speculative element for the investors, as it presents a potential upside if the trial data is positive, yet there's a risk if the trial fails to meet its endpoints.

The gross proceeds of approximately $9.7 million are modest for the biotech industry and may only cover short-term expenses. Depending on the company's burn rate and trial progress, further capital might be necessary. The placement agent fees and expenses will also reduce the net proceeds, which is an important consideration for evaluating the actual financial benefit of the offering.

The biotech sector is highly sensitive to clinical trial updates. Phase 2 trials, such as the one INmune Bio is conducting for Alzheimer's Disease, represent a critical inflection point for biotech companies. Positive top-line data can significantly appreciate a company's value, while negative outcomes can lead to a stark depreciation.

The Alzheimer's treatment market is a high-need area with a substantial patient population, but it is challenging due to previous clinical failures. The inclusion of an acceleration clause in the warrant indicates confidence by the company in its XPro1595 program, but it should be noted that this optimism is not a guarantee of successful outcomes.

Investors should understand the inherent risks and the impact of the direct offering on shareholder value, which includes immediate dilution. The short-term and long-term effects will largely depend on the trial's results and the subsequent ability of the company to advance its clinical programs and secure additional funding if needed.

Boca Raton, Florida, April 25, 2024 (GLOBE NEWSWIRE) --  INmune Bio, Inc. (NASDAQ: INMB) (the “Company”), a clinical-stage immunology company focused on developing treatments that harness the patient’s innate immune system to fight disease, today announced today that it has entered into definitive agreements for the sale and purchase of 986,000 shares of its common stock and warrants to purchase up to an aggregate of 986,000 shares of its common stock at an offering price of $9.84 per share of common stock and accompanying warrant. The warrants include an acceleration clause upon positive top-line data in the Company’s Phase 2 Alzheimer’s Disease program (as further described  below).  The offering was priced at-the-market under Nasdaq rules based on the average of the previous 5-days’ closing prices, or $9.84 per share which includes $0.125 per warrant. The warrants terminate on the earlier of (1) the two (2) year anniversary of the initial exercise date of the warrant or (2) thirty (30) trading days following the reporting of positive top-line data (EMACC) in the Phase 2 Alzheimer's program of XPro1595, (the “Termination Date”). The gross proceeds of this offering are approximately $9.7 million before deducting placement agent fees and expenses. The closing of the offering is expected to occur on or about April 29, 2024, subject to the satisfaction of customary closing conditions.

The net proceeds is expected to fund the Company through the readout of the ongoing Phase 2 trial (AD02) in patients with Early Alzheimer’s Disease (AD) using XPro™ and through the metastatic castration-resistant prostate cancer (mCRPC) Phase 1 trial using the INKmune technology.  

Maxim Group LLC is acting as sole placement agent for the offering.   

This offering is being made pursuant to an effective shelf registration statement on Form S-3 (File No. 333-254221) previously filed with the U.S. Securities and Exchange Commission (the “SEC”). A prospectus supplement describing the terms of the proposed offering will be filed with the SEC and will be available on the SEC’s website located at http://www.sec.gov. Electronic copies of the prospectus supplement may be obtained, when available, from Maxim Group LLC,  300 Park Avenue, New York, NY 10022 or by telephone at (212) 895-3500 or by email at syndicate@maximgrp.com. Before investing in this offering, interested parties should read in their entirety the prospectus supplement and the accompanying prospectus and the other documents that the Company has filed with the SEC that are incorporated by reference in such prospectus supplement and the accompanying prospectus, which provide more information about the Company and such offering.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy 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.

About INmune Bio, Inc.

INmune Bio Inc. is a publicly traded (NASDAQ: INMB), clinical-stage biotechnology company focused on developing treatments that target the innate immune system to fight disease. INmune Bio has two product platforms that are both in clinical trials: The Dominant-Negative Tumor Necrosis Factor (DN-TNF) product platform utilizes dominant-negative technology to selectively neutralize soluble TNF, a key driver of innate immune dysfunction and a mechanistic driver of many diseases. DN-TNF product candidates are in clinical trials to determine if they can treat cancer (INB03™), Early Alzheimer’s disease, and treatment-resistant depression (XPro™). The Natural Killer Cell Priming Platform includes INKmune™ developed to prime a patient’s NK cells to eliminate minimal residual disease in patients with cancer. INmune Bio’s product platforms utilize a precision medicine approach for the treatment of a wide variety of hematologic and solid tumor malignancies, and chronic inflammation. To learn more, please visit www.inmunebio.com.

Forward Looking Statements

Clinical trials are in the early stages and there is no assurance that any specific outcome will be achieved. Any statements contained in this press release that do not describe historical facts may constitute forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995.  Any statements contained in this press release that do not describe historical facts may constitute forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. Any forward-looking statements contained herein are based on current expectations but are subject to a number of risks and uncertainties. Actual results and the timing of certain events and circumstances may differ materially from those described by the forward-looking statements as a result of these risks and uncertainties. INB03™, XPro1595 (XPro™), and INKmune™ are still in clinical trials or preparing to start clinical trials and have not been approved by the US Food and Drug Administration (FDA) or any regulatory body and there cannot be any assurance that they will be approved by the FDA or any regulatory body or that any specific results will be achieved. The factors that could cause actual future results to differ materially from current expectations include, but are not limited to, statements by the Company relaying to the completion of the offering; the satisfaction of customary closing conditions; the intended use of proceeds from the offering; risks and uncertainties relating to the Company’s ability to produce more drug for clinical trials; the availability of substantial additional funding for the Company to continue its operations and to conduct research and development, clinical studies and future product commercialization; and, the Company’s business, research, product development, regulatory approval, marketing and distribution plans and strategies. These and other factors are identified and described in more detail in the Company’s filings with the Securities and Exchange Commission, including the Company’s Annual Report on Form 10-K, the Company’s Quarterly Reports on Form 10-Q and the Company’s Current Reports on Form 8-K. The Company assumes no obligation to update any forward-looking statements in order to reflect any event or circumstance that may arise after the date of this release.

INmune Bio Contact:

David Moss, CFO (858) 964-3720
info@inmunebio.com


FAQ

What type of offering did INmune Bio Inc. announce?

INmune Bio Inc. announced a Registered Direct Offering.

How many shares were included in the offering?

The offering consisted of 986,000 shares of common stock.

At what price were the shares and warrants offered?

The shares and warrants were offered at $9.84 per share.

What is the gross proceeds from the offering?

The gross proceeds from the offering are approximately $9.7 million before deducting placement agent fees and expenses.

What condition triggers an acceleration clause in the warrants?

An acceleration clause in the warrants is triggered upon positive top-line data in the Company's Phase 2 Alzheimer's Disease program.

INmune Bio Inc.

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About INMB

inmune bio inc. is a clinical stage immuno-oncology company focused on harnessing the patient’s immune system to treat cancer. inkmune, the company’s lead product, primes patient’s nk cells (natural killer cells) to kill cancer. inmune is targeting residual disease, the cancer cells that survive initial treatments that return to cause the cancer relapse. by controlling residual disease, patients may live longer. using a novel mechanism of action and a precision medicine approach, inkmune therapy should enhance nk cells’ ability to eliminate residual disease.