EntreMed announces $10 million in financing from strategic accredited investors

Jan 23 2012

EntreMed, Inc. (Nasdaq: ENMD), a clinical-stage pharmaceutical company developing therapeutics for the treatment of cancer, announced today that it has secured $10 million in financing with strategic accredited investors, including IDG-Accel China Growth Fund II L.P. ("IDG"), Emerging Technology Partners, LLC ("ETP"), and Dr. Tak W. Mak, Director of The Campbell Family Institute for Cancer Research.

The Company entered into purchase agreements with the investors, pursuant to which the Company has agreed to issue and sell to the investors convertible notes in the aggregate principal amount of $10 million.  The investors also will be issued warrants covering a number of shares of common stock equal to 20% of the principal amount of the notes, divided by $1.15.  The warrants are exercisable at $1.40 per share.  The closing of the transaction is anticipated to occur on or about January 27, 2012 upon the satisfaction of certain conditions. 

At the closing, IDG and ETP have the right to designate in the aggregate two members of the Company's Board of Directors.  In addition, it is expected that the Company will select an interim Chief Executive Officer.  

Subject to the approval of the Company's stockholders at the 2012 stockholder meeting, the notes will automatically and immediately convert into shares of common stock and the warrants will become exercisable.  The notes have a maturity date of August 31, 2012, bear an interest rate of 6% and will convert at a conversion price of $1.15 per share.  The conversion price reflects the 10-day average closing sale price ending on January 20, 2012.  The notes are not convertible, and the warrants are not exercisable, prior to receiving stockholder approval.  If stockholder approval is not obtained, the Company will be required to pay liquidated damages to the note purchasers equal to an aggregate of $1.2 million.

"We are very pleased to have the support from a group of knowledgeable investors and the validation of the potential of ENMD-2076. The proceeds from the notes will allow the Company to accelerate and expand its research and development activities, fund additional trials, initiatives and long term strategic plans," said Michael M. Tarnow, the Company's Executive Chairman.

After deducting transaction fees and expenses, the net proceeds to the Company will be approximately $9.3 million.  The convertible notes, the warrants and the common stock into which the notes and warrants are convertible have not been registered under the Securities Act of 1933, as amended (the "Act") and applicable state securities laws, but have been offered and sold in the United States pursuant to applicable exemptions from registration requirements under the Act and applicable state securities laws.