YONKERS, N.Y.– ContraFect Corporation (Nasdaq: CFRX), a clinical-stage biotechnology company focused on discovering and developing direct lytic agents for the treatment of life-threatening infectious diseases, today announced the pricing of its underwritten public offering of 11,797,752 shares of its common stock and related warrants to purchase 8,848,314 shares of common stock with an exercise price of $4.90 per share, in exchange for consideration equating to $4.45 for one share of common stock and a warrant to purchase 0.75 shares of common stock. The gross proceeds from the public offering will be approximately $52.5 million, before deducting underwriting discounts and commissions and estimated offering expenses payable by ContraFect. All shares in the public offering are to be sold by ContraFect.
ContraFect intends to use the net proceeds of the public offering to continue funding its Phase 3 DISRUPT trial of exebacase (CF-301) in Staph aureus bacteremia, including right-sided endocarditis, to fund advancement of its portfolio, including IND-enabling activities for CF-370, an engineered gram-negative lysin directly targeting highly-resistant Pseudomonas aeruginosa, and for working capital and other general corporate purposes.
The public offering is expected to close on or about May 27, 2020, subject to customary closing conditions.
Mizuho Securities USA LLC and Cantor Fitzgerald & Co. are acting as book-running managers for the public offering. Maxim Group LLC is acting as lead manager for this offering. Janney Montgomery Scott LLC is acting as co-manager for this offering.
The public offering is being made pursuant to an effective shelf registration statement on Form S-3 that was filed with the U.S. Securities and Exchange Commission (SEC) on November 30, 2018 and declared effective on December 13, 2018. A preliminary prospectus supplement describing the terms of the public offering has been filed with the SEC. A final prospectus supplement will be filed with the SEC and will form a part of the effective registration statement. Copies of the final prospectus supplement and accompanying prospectus relating to the public offering may be obtained, when available, by contacting Mizuho Securities USA LLC, Attention: Equity Capital Markets, 1271 Avenue of the Americas, 3rd Floor, New York, NY 10020, or by email at US-ECM@us.mizuho-sc.com, or by telephone at (212) 205-7600 or Cantor Fitzgerald & Co., Attention: Capital Markets, 499 Park Avenue, 6th Floor, New York, NY 10022, or by email at firstname.lastname@example.org.
This press release shall not constitute an offer to sell or a solicitation of an offer to buy the securities in the public offering, nor shall there be any sale of these securities, in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction.
This press release contains, and ContraFect’s officers and representatives may make from time to time, “forward-looking statements” within the meaning of the U.S. federal securities laws. Forward-looking statements can be identified by words such as “projects,” “may,” “will,” “could,” “would,” “should,” “believes,” “expects,” “anticipates,” “estimates,” “intends,” “plans,” “potential,” “promise” or similar references to future periods. Examples of forward-looking statements in this release include, without limitation, statements regarding the proposed public offering of ContraFect’s common stock and warrants. Forward-looking statements are statements that are not historical facts, nor assurances of future performance. Instead, they are based on ContraFect’s current beliefs, expectations and assumptions regarding the future of its business, future plans, strategies, projections, anticipated events and trends, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent risks, uncertainties and changes in circumstances that are difficult to predict and many of which are beyond ContraFect’s control, including those detailed in ContraFect’s filings with the SEC. Actual results may differ from those set forth in the forward-looking statements. Important factors that could cause actual results to differ include, among others, the uncertainties related to market conditions and the completion of the public offering on the anticipated terms or at all, and ContraFect’s ability to develop treatments for drug-resistant infectious diseases. Any forward-looking statement made by ContraFect in this press release is based only on information currently available and speaks only as of the date on which it is made. Except as required by applicable law, ContraFect expressly disclaims any obligations to publicly update any forward-looking statements, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise.