Additional Investment in Portfolio Company
19/07/2022 07:55
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RNS Number : 9427S RTW Venture Fund Limited 19 July 2022
LEI: 549300Q7EXQQH6KF7Z84
19 July 2022
RTW Venture Fund Limited
Additional Investment in Portfolio Company
· RTW Venture Fund participates in a $140M PIPE in Immunocore, a
portfolio company
RTW Venture Fund Limited (the "Company"), a London Stock Exchange-listed
investment fund focused on identifying transformative assets with high growth
potential across the life sciences sector, is pleased to note the announcement
by its portfolio company Immunocore Holdings plc (Nasdaq: IMCR) ("Immunocore")
that it has agreed to sell an aggregate of 3,733,333 ordinary shares,
consisting of 2,000,000 American Depository Shares (the "ADSs") with each
ADS representing one ordinary share, and 1,733,333 non-voting ordinary
shares, to certain institutional accredited investors through a private
investment in public equity ("PIPE") financing at a price per ADS/non-voting
ordinary share of $37.50. Immunocore anticipates that gross proceeds from the
PIPE will be approximately $140 million, before deducting estimated offering
expenses. The closing of the PIPE is expected to occur on or about July 20,
2022, subject to customary closing conditions.
The Company, alongside other investment vehicles of RTW Investments, LP (the
"Investment Manager"), confirms that it participated in the financing round
together with Rock Springs Capital and General Atlantic.
Immunocore is a UK-based commercial-stage biotechnology company pioneering
the development of a novel class of T-cell receptor (TCR) bispecific
immunotherapies designed to treat a broad range of diseases, including cancer,
infectious and autoimmune disease.
Immunocore has been a part of the Company's portfolio since its launch on 30
October 2019. Prior to IPO, the Company together with other funds managed
by RTW Investments, LP (the "Investment Manager") participated in a $75
million Series C financing round in Immunocore in January 2021 followed by
an IPO financing in February 2021.
"We are proud to have been able support Immunocore's effort to
develop Kimmtrack, a much-needed advance for patients with metastatic uveal
melanoma. We also look forward to continuing to support
the Immunocore team as they expand the company's pioneering pipeline of
soluble TCR bispecific immunotherapies to treat cancer, autoimmune and
infectious diseases," said Roderick Wong, MD, Managing Partner and Chief
Investment Officer of RTW Investments, LP, the Investment Manager.
"We are grateful to our investors, including some who have been with us for
many years, for their continued support and follow-on investments that will
allow us to accelerate the development of our existing pipeline and further
expand our platform," said Bahija Jallal, Chief Executive Officer.
The full text of the announcement is contained below.
For Further Information
RTW Investments, LP
+1 (646) 343 9280
Stephanie Sirota, Chief Business Officer
Woody Stileman, Managing Director, Strategic Partnerships
Buchanan
+44 (0)20 7466 5107
Charles Ryland
Henry Wilson
George Beale
About RTW Venture Fund Limited:
RTW Venture Fund Limited (LSE: RTW & RTWG) is an investment fund focused
on identifying transformative assets with high growth potential across the
life sciences sector. Driven by a long-term approach to support innovative
businesses, RTW Venture Fund invests in companies developing next-generation
therapies and technologies that can significantly improve patients' lives.
RTW Venture Fund Limited is managed by RTW Investments, LP, a leading
healthcare-focused entrepreneurial investment firm with deep scientific
expertise and a strong track record of supporting companies developing
life-changing therapies.
Visit the RTW website at www.rtwfunds.com
(https://protect.mimecast-offshore.com/s/eY8OCgLEp4SlY4JEFN_vEF) for more
information.
***********
The information in this announcement may include forward-looking statements,
which are based on the current expectations and projections about future
events, and in certain cases can be identified by the use of terms such as
"may", "will", "should", "expect", "anticipate", "project", "estimate",
"intend", "continue", "target", "believe" (or the negatives thereon) or other
variations thereon or comparable terminology. These forward-looking
statements, as well as those included in any related materials, are subject to
risks, uncertainties and assumptions about the Company and/or its underlying
investments, including, among other things, the development of the applicable
entity's business, trends in its operating industry, expected use of financing
proceeds and future capital expenditures and acquisitions. In light of these
risks, uncertainties and assumptions, the events in the forward-looking
statements may not occur.
The information contained in this announcement is given at the date of its
publication (unless otherwise marked). No reliance may be placed for any
purpose whatsoever on the information or opinions contained in this
announcement or on its completeness, accuracy or fairness.
***********
Immunocore Announces $140 Million Private Placement Financing
(OXFORDSHIRE, England & CONSHOHOCKEN, Penn. & ROCKVILLE, Md., US, 18
July 2022) Immunocore Holdings plc (Nasdaq: IMCR) ("Immunocore" or the
"Company"), a commercial-stage biotechnology company pioneering the
development of a novel class of T cell receptor (TCR) bispecific
immunotherapies designed to treat a broad range of diseases, including cancer,
autoimmune and infectious diseases, today announced that it has agreed to sell
an aggregate of 3,733,333 ordinary shares, consisting of 2,000,000 American
Depository Shares (the "ADSs") with each ADS representing one ordinary share,
and 1,733,333 non-voting ordinary shares, to certain institutional
accredited investors through a private investment in public equity ("PIPE")
financing at a price per ADS/non-voting ordinary share of $37.50. Immunocore
anticipates that gross proceeds from the PIPE will be approximately $ 140
million, before deducting estimated offering expenses payable by the Company.
The closing of the PIPE is expected to occur on or about July 20, 2022,
subject to customary closing conditions.
The PIPE financing included participation from existing investors including
RTW Investments, LP, Rock Springs Capital, and General Atlantic.
Immunocore expects to use the proceeds from the PIPE to fund its oncology and
infectious disease clinical pipeline including the continued clinical
development of tebentafusp in advanced cutaneous melanoma, as well as for
working capital and other general corporate purposes.
"We are grateful to our investors, including some who have been with us for
many years, for their continued support and follow-on investments that will
allow us to accelerate the development of our existing pipeline and further
expand our platform," said Bahija Jallal, Chief Executive Officer.
"The proceeds from the private placement, combined with anticipated KIMMTRAK
revenue in metastatic uveal melanoma, and cash on hand are expected to fund
our current operating plan through 2025," commented Brian Di Donato, Chief
Financial Officer & Head of Strategy.
The securities sold in this PIPE are being made in a transaction not involving
a public offering and have not been registered under the Securities Act of
1933, as amended, and may not be offered or sold in the United States except
pursuant to an effective registration statement or an applicable exemption
from the registration requirements. Concurrently with the execution of the
securities purchase agreement, Immunocore and the investors entered into a
registration rights agreement pursuant to which the Company has agreed to file
a registration statement with the Securities and Exchange Commission
registering the resale of the securities sold in the PIPE.
This press release shall not constitute an offer to sell or a solicitation of
an offer to buy these securities, 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.
###
About Immunocore
Immunocore is a commercial-stage biotechnology company pioneering the
development of a novel class of TCR bispecific immunotherapies called ImmTAX -
Immune mobilizing monoclonal TCRs Against X disease - designed to treat a
broad range of diseases, including cancer, autoimmune, and infectious disease.
Leveraging its proprietary, flexible, off-the-shelf ImmTAX platform,
Immunocore is developing a deep pipeline in multiple therapeutic areas,
including five clinical stage programs in oncology and infectious disease,
advanced pre-clinical programs in autoimmune disease and multiple earlier
pre-clinical programs.
Forward Looking Statements
This press release contains "forward-looking statements" within the meaning of
the safe harbor provisions of the Private Securities Litigation Reform Act of
1995. All statements, other than statements of historical facts, included in
this press release are forward-looking statements. These statements include,
but are not limited to, statements regarding the Company's business strategy
and goals including the potential of the Company's pipeline, platform and
clinical development as well as expansion opportunities; the likelihood that
data from clinical trials will be positive and support further clinical
development and regulatory approval of the Company's product candidates; the
timing, use of proceeds and closing of the PIPE; the timing of registration of
the securities sold in the PIPE with the Securities and Exchange Commission;
anticipated revenue from KIMMTRAK; and anticipated cash runway into 2025. Any
forward-looking statements are based on management's current expectations of
future events and are subject to a number of risks and uncertainties that
could cause actual results to differ materially and adversely from those set
forth in or implied by such forward-looking statements, many of which are
beyond the Company's control. These risks and uncertainties include, but are
not limited to, market and other conditions; the risk that the conditions to
the closing of the proposed PIPE are not satisfied; the impact of the ongoing
COVID-19 pandemic and the Omicron variant on the Company's business, strategy
clinical trials and financial position; results from earlier pre-clinical
studies of Immunocore's product candidates may not necessarily be predictive
of the results from required later pre-clinical studies and future clinical
trials; actions of regulatory agencies, which may affect the initiation,
timing and progress of clinical trials or future regulatory approval;
Immunocore's ability to obtain, maintain and enforce intellectual property
protection; unexpected safety or efficacy data observed during preclinical
studies or clinical trials; clinical trial site activation or enrolment rates
that are lower than expected; changes in expected or existing competition; and
the success of Immunocore's current and future collaborations, partnerships or
licensing arrangements including its collaboration with the Gates Foundation.
These and other risks and uncertainties are described in greater detail in the
section titled "Risk Factors" in Immunocore's filings with the Securities and
Exchange Commission, including Immunocore's most recent Annual Report on Form
20-F for the year ended December 31, 2021 filed with the Securities and
Exchange Commission on March 3, 2022, as well as discussions of potential
risks, uncertainties, and other important factors in the Company's subsequent
filings with the Securities and Exchange Commission. All information in this
press release is as of the date of the release, and the Company undertakes no
duty to update this information, except as required by law.
CONTACT:
Immunocore
Sebastian Desprez, Head of Communications
T: +44 (745) (610) 368-8602
E: sebastian.desprez@immunocore.com
Follow on Twitter: @Immunocore
Consilium Strategic Communications (corporate and financial)
Mary-Jane Elliott/ Chris Welsh/Jessica Hodgson
T: +44 (0)203 709 5700
E: Immunocore@consilium-comms.com (mailto:Immunocore@consilium-comms.com)
Investor Relations
Clayton Robertson, Head of Investor Relations
T: +1 215-384-4781
E: ir@immunocore.com
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