Registered Direct at $0.25 Per Share and Equity Line at Fixed Price
of $0.52 Per Share
SAN FRANCISCO--(BUSINESS WIRE)--Nov. 27, 2017--
Jaguar Health, Inc. (NASDAQ:JAGX) (Jaguar or the Company), a commercial
stage natural-products pharmaceuticals company focused on developing
novel, sustainably derived gastrointestinal products for both human
prescription use and animals on a global basis, announced today that, on
November 24, 2017, the Company entered into a Share Purchase Agreement
(the “Share Purchase Agreement”) with L2 Capital, LLC, a Kansas limited
liability company (“L2 Capital”), pursuant to which Jaguar sold
2,000,000 shares of the Company’s voting common stock at $0.25 per share
in a registered direct offering without an underwriter or placement
agent (the “Registered Direct Offering”). Net proceeds to the Company
from the Registered Direct Offering are approximately $0.49 million,
which Jaguar intends to use for the ongoing commercialization of Mytesi®,
the Company’s lead prescription drug product, and for working capital
and general corporate purposes.
On November 24, 2017, the Company also entered into a common stock
purchase agreement (the “CSPA”) with L2 Capital, relating to an offering
(the “Equity Line Offering”) of an aggregate of up to 12,100,000 shares
(the “Equity Line Shares”) of Jaguar common stock, of which 10,000,000
of such Equity Line Shares are being offered in an indirect primary
offering consisting of an equity line of credit at a fixed price of
$0.52/share in consideration of Jaguar issuing 2,100,000 commitment
shares to L2 Capital. Among other conditions, L2 Capital’s obligation to
effect any purchases of shares of Jaguar common stock under the CSPA
requires that the lowest traded price of Jaguar common stock in the ten
business days immediately prior to Jaguar’s purchase notice is no less
than $0.70 per share, as more fully described in the Current Report on
8-K filed on November 24, 2017 and corresponding exhibit.
Any proceeds that the Company receives under the CSPA are expected to be
used for the ongoing commercialization of Mytesi® and for
working capital and general corporate purposes.
“We’re very happy to be collaborating with L2 Capital to support our
ongoing commercialization efforts for Mytesi®,” Lisa Conte,
Jaguar's president and CEO, stated. “As we announced last week, Mytesi®
sales are clearly benefiting from the meaningful spend on marketing,
advertising, medical education, and promotional activities we’ve been
able to put in place following the merger—in addition to the efforts of
our recently expanded team of highly experienced HIV sales
representatives.”
Jaguar has the option to increase the equity line of credit by an
additional 7,808,142 shares of common stock by notifying L2 Capital and
issuing an additional commitment fee of 1,000,000 shares of common stock
no earlier than 30 days from the closing of the Equity Line Offering and
no later than 40 days from the closing of the Equity Line Offering.
The foregoing description of the terms and conditions of the Share
Purchase Agreement and the CSPA are not complete and are qualified in
their entirety by the full text of the Share Purchase Agreement and the
CSPA, which Jaguar has filed with the US Securities and Exchange
Commission.
About Mytesi®
Mytesi® (crofelemer) is an antidiarrheal indicated for the
symptomatic relief of noninfectious diarrhea in adult patients with
HIV/AIDS on antiretroviral therapy (ART). Mytesi® is not
indicated for the treatment of infectious diarrhea. Rule out infectious
etiologies of diarrhea before starting Mytesi®. If infectious
etiologies are not considered, there is a risk that patients with
infectious etiologies will not receive the appropriate therapy and their
disease may worsen. In clinical studies, the most common adverse
reactions occurring at a rate greater than placebo were upper
respiratory tract infection (5.7%), bronchitis (3.9%), cough (3.5%),
flatulence (3.1%), and increased bilirubin (3.1%).
More information and complete Prescribing Information are available at Mytesi.com.
Crofelemer, the active ingredient in Mytesi®, is a botanical
(plant-based) drug extracted and purified from the red bark sap of the
medicinal Croton lechleri tree in the Amazon rainforest. Napo has
established a sustainable harvesting program for crofelemer to ensure a
high degree of quality and ecological integrity.
About Jaguar Health, Inc.
Jaguar Health, Inc. is a commercial stage natural-products
pharmaceuticals company focused on developing novel, sustainably derived
gastrointestinal products for both human prescription use and animals on
a global basis. Our wholly-owned subsidiary, Napo Pharmaceuticals, Inc.,
focuses on developing and commercializing proprietary human
gastrointestinal pharmaceuticals for the global marketplace from plants
used traditionally in rainforest areas. Our Mytesi®
(crofelemer) product is approved by the U.S. FDA for the symptomatic
relief of noninfectious diarrhea in adults with HIV/AIDS on
antiretroviral therapy. Mytesi® is in development for
multiple possible follow-on indications, including cancer
therapy-related diarrhea; orphan-drug indications for infants and
children with congenital diarrheal disorders and short bowel syndrome;
supportive care for inflammatory bowel disease (IBD); irritable bowel
syndrome (IBS); and as a second-generation anti-secretory agent for use
in cholera patients. Canalevia™ is our lead animal
prescription drug candidate, intended for treatment of various forms of
diarrhea in dogs. Equilevia™ is Jaguar’s non-prescription
product for total gut health in equine athletes. Canalevia™
and Equilevia™ contain ingredients isolated and purified from
the Croton lechleri tree, which is sustainably harvested. Neonorm™
Calf and Neonorm™ Foal are Jaguar’s lead non-prescription
animal products. Mytesi®, Canalevia™, Equilevia™
and Neonorm™ are distinct products that act at the same last
step in a physiological pathway generally present in mammals.
For more information about Jaguar, please visit jaguar.health.
For more information about Napo, visit napopharma.com.
Forward-Looking Statements
Certain statements in this press release constitute “forward-looking
statements.” These include statements regarding the use of proceeds from
the Registered Direct Offering and Equity Line Offering and planned,
potential follow-on indications for Mytesi®. In some cases,
you can identify forward-looking statements by terms such as “may,”
“will,” “should,” “expect,” “plan,” “aim,” “anticipate,” “could,”
“intend,” “target,” “project,” “contemplate,” “believe,” “estimate,”
“predict,” “potential” or “continue” or the negative of these terms or
other similar expressions. The forward-looking statements in this
release are only predictions. Jaguar has based these forward-looking
statements largely on its current expectations and projections about
future events. These forward-looking statements speak only as of the
date of this release and are subject to a number of risks, uncertainties
and assumptions, some of which cannot be predicted or quantified and
some of which are beyond Jaguar’s control. Except as required by
applicable law, Jaguar does not plan to publicly update or revise any
forward-looking statements contained herein, whether as a result of any
new information, future events, changed circumstances or otherwise.
Jaguar-JAGX
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Source: Jaguar Health, Inc.
Jaguar Health, Inc.
Peter Hodge
phodge@jaguar.health