UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
Current Report
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Item 8.01. Other Events.
On June 2, 2020, Iovance Biotherapeutics, Inc. (the “Company”) issued a press release announcing the closing of the sale of an aggregate of 19,475,806 shares of its common stock, $0.000041666 par value per share, in its previously disclosed public offering, including 2,540,322 shares issued pursuant to the exercise of the option granted to the underwriters, at a public offering price of $31.00 per share before underwriting discounts and commissions. The total net proceeds to the Company from the offering, including the exercise of the option by the underwriters, are expected to be approximately $567.0 million after deducting the underwriting discounts and commissions and estimated offering expenses payable by the Company.
A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.
Neither the disclosure on this Current Report on Form 8-K nor the attached press release shall constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking statements, all of which are subject to risks and uncertainties. Forward-looking statements can be identified by the use of words such as “expects,” “plans,” “will,” “projects,” “intends,” “estimates,” and other words of similar meaning. Each forward-looking statement is subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied in such statement. Readers should carefully consider any such statement and should understand that many factors could cause actual results to differ from these forward-looking statements. These factors may include inaccurate assumptions and a broad variety of other risks and uncertainties, including some that are known and some that are not. No forward-looking statement can be guaranteed, and actual future results may vary materially. Except as required by law, the Company does not assume any obligation to update any forward-looking statement.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit Number |
Description | |
| 99.1 | Press Release dated June 2, 2020. | |
| 104 | Cover Page Interactive Data File, formatted in Inline XBRL and included as Exhibit 101 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Iovance Biotherapeutics, Inc. | ||
| Dated: June 2, 2020 | By: | /s/ Maria Fardis |
| Name: Maria Fardis | ||
| Title: Chief Executive Officer | ||
Exhibit 99.1
Iovance Biotherapeutics, Inc. Announces Closing of $603.7 Million Common Stock Public Offering
Offering Includes Exercise in Full of the Underwriters’ Option to Purchase an Additional 2.5 Million Shares of Common Stock
SAN CARLOS, Calif, June 2, 2020 -- Iovance Biotherapeutics, Inc. (Nasdaq:IOVA) (“Iovance” or “Company”), a late-stage biotechnology company developing novel T cell-based cancer immunotherapies (tumor-infiltrating lymphocyte, TIL, and peripheral-blood lymphocyte, PBL), today announced the closing of an underwritten public offering of 19,475,806 shares of its common stock at a public offering price of $31.00 per share. The gross proceeds from the offering, before deducting the underwriting discounts and commissions and other estimated offering expenses payable by Iovance, are $603.7 million. The shares of common stock issued and sold in the offering include 2,540,322 shares issued upon the exercise in full by the underwriters of their option to purchase additional shares at the public offering price, less the underwriting discounts and commissions.
Iovance intends to use the proceeds from this offering to fund the expansion of its organization to support the potential commercial launch of lifileucel for advanced melanoma and LN-145 for advanced cervical cancer, to initiate a program directed at registration of Iovance’s tumor infiltrating lymphocyte therapies in non-small cell lung cancer, to continue support of ongoing commercial manufacturing activities, and for the development of Iovance’s IL-2 analog, IOV-3001, and for other general corporate purposes. Additional indications or TIL products may be explored with the use of proceeds.
Jefferies LLC and Goldman Sachs & Co. LLC acted as joint lead book-running managers for the offering. Wells Fargo Securities, LLC also acted as book-running manager for the offering. Oppenheimer & Co. Inc. acted as lead co-manager for the offering. Robert W. Baird & Co. Incorporated and H.C. Wainwright & Co., LLC acted as co-managers for the offering.
The shares of common stock described above were offered by Iovance pursuant to its shelf registration statement on Form S-3 that became automatically effective upon filing with the Securities and Exchange Commission (the “SEC”) on May 27, 2020. The offering has been made only by means of a prospectus supplement and accompanying prospectus. A preliminary prospectus supplement and accompanying prospectus relating to the offering were filed with the SEC and is available on the SEC’s website at http://www.sec.gov. A final prospectus supplement and accompanying prospectus was filed with the SEC, copies of which may be obtained by contacting Jefferies LLC, Attention: Equity Syndicate Prospectus Department, 520 Madison Avenue, 2nd Floor New York, New York, 10022, by telephone at (877) 547-6340, or by email at Prospectus_Department@Jefferies.com or Goldman Sachs & Co. LLC by mail at 200 West Street, New York, NY 10282, Attention: Prospectus Department, by telephone at (866) 471-2526, or by email at prospectus-ny@ny.email.gs.com or Wells Fargo Securities, LLC, Attention: Equity Syndicate Department, 500 West 33rd Street, New York, New York, 10001, at (800) 326-5897 or email a request to cmclientsupport@wellsfargo.com.
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 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 Iovance
Biotherapeutics, Inc.
Iovance Biotherapeutics, Inc. is a clinical-stage biopharmaceutical company focused on the development and commercialization of
cell therapies as novel cancer immunotherapy products designed to harness the power of a patient’s own immune system to eradicate
cancer cells. The Company’s lead product candidates include lifileucel for metastatic melanoma and LN-145 for metastatic
cervical cancer. In addition to metastatic melanoma and cervical cancer, the Company is investigating the effectiveness and safety
of tumor infiltrating lymphocyte, or TIL, therapy for the treatment of non-small cell lung cancer and squamous cell carcinoma of
the head and neck, and peripheral blood lymphocyte, or PBL, therapy for the treatment of chronic lymphocytic leukemia through our
sponsored trials, as well as in other oncology indications through collaborations.
Forward Looking Statements
Certain matters discussed in this press release are “forward-looking statements”. The Company may, in some cases, use
terms such as “predicts,” “believes,” “potential,” “continue,” “estimates,”
“anticipates,” “expects,” “plans,” “intends,” “may,” “could,”
“might,” “will,” “should” or other words that convey uncertainty of future events or outcomes
to identify these forward-looking statements. The forward-looking statements include, but are not limited to, statements about
the Company's anticipated use of proceeds from the public offering. Actual results may differ from those set forth in this press
release due to the risks and uncertainties inherent in the Company’s business, including, without limitation: the uncertainties
inherent in the completion of ongoing clinical trials and the initiation of future clinical trials. The factors discussed herein
could cause actual results and developments to be materially different from those expressed in or implied by such statements. A
further list and description of the Company’s risks, uncertainties and other factors can be found in the Company’s
most recent Annual Report on Form 10-K and the Company's subsequent filings with the SEC. Copies of these filings are available
online at www.sec.gov. The forward-looking statements are made only as of the date of this press release and the Company undertakes
no obligation to publicly update such forward-looking statements to reflect subsequent events or circumstances. All forward-looking
statements are qualified in their entirety by this cautionary statement, which is made under the safe harbor provisions of the
Private Securities Litigation Reform Act of 1995.
Contacts:
Iovance Biotherapeutics, Inc.:
Sara Pellegrino, IRC
Vice President, Investor Relations & Public Relations
650-260-7120 ext. 264
Sara.Pellegrino@iovance.com
Solebury Trout:
Annie Chang (investors)
646-378-2972
achang@troutgroup.com
Chad Rubin (investors)
646-378-2947
crubin@troutgroup.com
Rich Allan (media)
646-378-2958
rallan@troutgroup.com