Agenus Inc. (NASDAQ: AGEN), an immunotherapy company developing
immune-oncology checkpoint modulators (CPMs), heat shock protein
peptide-based vaccines and immune adjuvants, today announced that it
intends to offer and sell, subject to market conditions, shares of its
common stock in an underwritten public offering. Agenus intends to grant
the underwriters a 30-day option to purchase up to an additional 15
percent of the shares of its common stock offered in the public
offering. All of the shares of common stock to be sold in the offering
will be offered by Agenus. There can be no assurance as to whether or
when the offering may be completed, or as to the actual size or terms of
the offering.
Jefferies LLC and William Blair & Company, L.L.C. are acting as joint
book-running managers for the proposed offering and Oppenheimer & Co.
Inc. is acting as co-manager for the proposed offering.
The shares will be issued by Agenus pursuant to a shelf registration
statement that was previously filed with the Securities and Exchange
Commission (SEC) on October 10, 2014 and declared effective by the SEC
on October 23, 2014. The offering will be made only by means of a
written prospectus and prospectus supplement that form a part of the
registration statement. A preliminary prospectus supplement and
accompanying prospectus relating to the offering will be filed with the
SEC and will be available on the SEC’s website at www.sec.gov.
Copies of the preliminary prospectus supplement and the accompanying
prospectus, when available, may also be obtained by contacting Jefferies
LLC, Attention: Equity Syndicate Prospectus Department, 520 Madison
Avenue, 2nd Floor, New York, NY 10022, or by email at Prospectus_Department@Jefferies.com,
or by phone at (877) 547-6340; or William Blair & Company, L.L.C. at 222
West Adams Street, Chicago, IL 60606, Attention: Prospectus Department,
by telephone at (800) 621-0687, or by email at prospectus@williamblair.com.
This press release does not constitute an offer to sell or a
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 Agenus
Agenus is an immunology company developing a series of Checkpoint
Modulators for the treatment of patients with cancer, infectious
diseases, and other immune disorders, heat shock protein (HSP)-based
vaccines, and immune adjuvants. These programs are supported by three
separate technology platforms. Agenus’ internal and partnered checkpoint
modulator programs target GITR, OX40, CTLA-4, LAG-3, TIM-3, PD-1 and
other undisclosed programs. The company’s proprietary discovery engine
Retrocyte Display™ is used to generate fully human and humanized
therapeutic antibody drug candidates. The Retrocyte Display platform
uses a high-throughput approach incorporating IgG format human antibody
libraries expressed in mammalian B-lineage cells. Agenus recently
acquired a powerful yeast antibody display platform termed SECANT,
developed by Celexion, LLC. SECANT allows rapid generation of soluble,
full-length human antibodies. SECANT and Agenus’ mammalian antibody
display platform have complementary strengths and further bolster
Agenus' abilities to generate and optimize fully human monoclonal
antibodies. Agenus’ heat shock protein-based vaccines have completed
Phase 2 studies in newly diagnosed glioblastoma multiforme, and in the
treatment of herpes simplex viral infection; the heat shock
protein-based vaccine platform can generate personalized as well as off
the shelf products. The company’s QS-21 Stimulon® adjuvant
platform is extensively partnered with GlaxoSmithKline and with Janssen
Sciences Ireland UC and includes several candidates in Phase 2 trials,
as well as shingles and malaria vaccines which have successfully
completed Phase 3 clinical trials.
Forward-Looking Statement
This press release contains forward-looking statements, including
statements regarding the Company’s proposed public offering. These
forward-looking statements are subject to risks and uncertainties that
could cause actual results to differ materially. These risks and
uncertainties include, among others, the factors described under the
Risk Factors section of our most recent Quarterly Report on Form 10-Q,
which was filed with the SEC on May 1, 2015. Agenus cautions investors
not to place considerable reliance on the forward-looking statements
contained in this release. These statements speak only as of the date of
this press release, and Agenus undertakes no obligation to update or
revise the statements, other than to the extent required by law. All
forward-looking statements are expressly qualified in their entirety by
this cautionary statement.
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