X4 Pharmaceuticals (XFOR) Announces $65 Million Private Placement of Common Stock, Warrants

X4 Pharmaceuticals, Inc. (Nasdaq: XFOR), a leader in the discovery and development of novel small molecule therapeutics to benefit people with rare diseases of the immune system, today announced that it has agreed to sell an aggregate of 42,784,203 shares of common stock (or pre-funded warrants in lieu thereof) to certain institutional accredited investors in a private investment in public equity (PIPE) financing. X4 anticipates that gross proceeds from the PIPE will be approximately $65 million, before deducting fees to the placement agents and other estimated offering expenses payable by the Company. The closing of the financing is expected to occur on or about May 18, 2023, subject to customary closing conditions.

In addition, as previously announced, X4 will present additional results from its global, pivotal, Phase 3 clinical trial (4WHIM) evaluating the safety and efficacy of mavorixafor in people with WHIM syndrome at a company webinar to be held today, May 16, 2023, at 4:00 p.m. ET. The live webinar can be accessed here. The webcast can also be accessed on the investor relations section of X4’s website at www.x4pharma.com.

The PIPE financing included participation from new and existing investors including New Enterprise Associates (NEA), Bain Capital Life Sciences, Adage Capital Management, Stonepine Capital Management, LLC, Acorn Bioventures, OrbiMed, Kingdon Capital, and other healthcare specialist investors.

Piper Sandler and Stifel served as lead placement agents. Cantor acted as co-placement agent and H.C. Wainwright & Co. acted as financial advisor for the offering.

Inclusive of the net proceeds from this transaction, X4 now expects its cash and cash equivalents to fund operations into the fourth quarter of 2024, excluding the potential proceeds from the sale of a priority review voucher, for which the company is eligible and may receive in the first half of 2024.

Pursuant to the terms of the securities purchase agreement, at the closing of the PIPE, X4 will issue an aggregate of 42,784,203 shares of common stock (or pre-funded warrants in lieu thereof). The purchase price per share is $1.52 (or $1.519 per pre-funded warrant). The price per share was based in part upon the Nasdaq official closing price.

X4 expects to use these funds for continued clinical development and commercial readiness of its lead candidate, mavorixafor, and for working capital, and general corporate purposes.

The securities sold in this financing 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. X4 has agreed to file a registration statement with the Securities and Exchange Commission registering the resale of the shares of common stock and the shares of its common stock underlying the pre-funded warrants sold in this financing.

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.

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