Evaxion Biotech Announces Closing of Private Placement - Seite 2

The gross proceeds to the Company from the Private Placement are expected to be approximately $5.3 million, and up to an additional $6.8 million of gross proceeds upon cash exercise of the Warrants before deducting offering expenses payable by the Company. The Company intends to use the proceeds from the Private Placement for working capital and general corporate purposes. No brokerage, finder’s fees, or commissions were payable by the Company in connection with the Private Placement. 

The Private Placement was subject to the satisfaction of customary closing conditions and closed on December 21, 2023. Following the closing of the Private Placement, the outstanding number of the Company’s Ordinary Shares is 37,897,780.

In connection with the Private Placement, the Company entered into a registration rights agreement with the Purchasers dated as of December 19, 2023, pursuant to which the Company agreed to prepare and file an initial registration statement (the “Registration Statement”) with the Securities and Exchange Commission (the “SEC”) registering the resale of the Ordinary Shares represented by ADSs and the Ordinary Shares represented by ADSs issuable upon the exercise of the Warrants. All members of the Company’s management and board of directors have agreed to a lock-up period of 180 days from the effective date of such Registration Statement.

The Company has granted the Purchasers customary indemnification rights in connection with the Registration Statement. The Purchasers have also been given the Company’s customary indemnification rights in connection with the Registration Statement.

The securities described above were offered in a Private Placement to institutional accredited investors, qualified institutional buyers, and other accredited investors under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Act”) and/or Rule 506(b) of Regulation D promulgated thereunder and have not been registered under the Act or applicable state securities laws. Accordingly, the securities may not be offered or sold in the United States absent registration with the SEC or an applicable exemption from such registration requirements. The Company has agreed to file a Registration Statement with the SEC for the resale of Ordinary Shares represented by ADSs and the Ordinary Shares represented by ADSs underlying Warrants issued in the Private Placement. The Warrants will not be registered for resale under the Registration Statement.