On Monday August 1, 2016, Vical Incorporated (NASDAQ: VICL) disclosed from its corporate offices in San Diego, California, that AnGes MG, Inc., an existing shareholder and partner since 2006, had consented under a stock purchase agreement to purchase approximately $7.8 million of Vical’s common stock in a private placement to be finalized on August 2, 2016. This capital infusion by AnGes MG will bolster Vical’s cash position and balance sheet strength considerably.
Announcing the agreement, Vijay Samant, president and chief executive officer of Vical, said:
“We are very pleased to have the strong support of AnGes, who has been a committed partner and Vical shareholder for more than a decade. AnGes recognizes the promise of our platform and the potential of our pipeline. This investment, with its attractive terms, coupled with our efficient cash management, reinforces our solid financial position as we work to complete the Phase 1 trial of our novel antifungal, VL-2397, and initiate a Phase 2 trial of our bivalent HSV-2 vaccine during the second half of 2016.”
Under the Stock Purchase Agreement, AnGes MG will purchase, at a premium to its closing price on July 29, 1,841,420 shares of Vical’s common stock at the 90-day volume-weighted average price of $4.2448 per share. On completion of the share purchase, AnGes MG’s stake in Vical will increase from 2.4% to approximately 18.6% of Vical’s outstanding shares.
The Stock Purchase Agreement also grants AnGes MG limited rights to request that Vical register the shares of common stock for resale under the Securities Act. AnGes MG has also agreed to certain transfer restrictions with respect to the shares of common stock sold under the stock purchase agreement and has further agreed to certain standstill provisions whereby, subject to certain exceptions, AnGes MG is obliged to refrain from taking certain actions with respect to Vical’s common stock, including acquiring more than 19.9% of Vical’s outstanding shares. AnGes MG is entitled to non-voting representation at meetings of Vical’s board of directors and may, if certain conditions occur, be entitled to have a representative appointed as a director. AnGes Mg has agreed to vote its shares in accordance with the recommendations of Vical’s board of directors for so long as it continues to hold a specified percentage of Vical’s outstanding common stock.
For more information, visit www.vical.com
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