26 July 2021
Geneva, Switzerland, July 26, 2021 –RELIEF THERAPEUTICS Holding AG (SIX: RLF, OTCQB: RLFTF) ("Relief" or the "Company"), a biopharmaceutical company seeking to provide patients therapeutic relief from serious diseases with high unmet need, today announced that it has entered into a definitive agreement with two U.S. institutional investors to purchase in a private placement an aggregate of 71,428,572 shares of Relief common stock at a purchase price of CHF 0.21 per share. The aggregate gross proceeds from the private placement are expected to be approximately CHF 15 million, before deducting the placement agent fees and offering expenses payable by Relief. The private placement offering is expected to close on or about July 28, 2021, subject to the satisfaction of customary closing conditions.
H.C. Wainwright & Co. is acting as the exclusive placement agent for the offering.
Relief plans to use the net proceeds from the private placement to acquire additional assets to expand and diversify its drug pipeline, meet its obligations to pay potential milestone payments and for general corporate purposes.
Jack Weinstein, Chief Financial Officer and Treasurer of Relief, said: “This financing provides us with significant additional flexibility to both meet our potential future milestone payments for Acer Therapeutics Inc., APR Applied Pharma Research SA and AdVita Lifescience GmbH, while also expanding our ability to grow our pipeline. Chief among our priorities is moving ahead with our plan to further the development of RLF-100TM worldwide, as vaccine acceptance issues and new COVID-19 variants make the need for an effective therapy as great as ever.”
The private placement shares will be trading on the SIX Swiss Exchange and ranking pari passu (carrying the same rights) with Relief’s existing shares, and will be delivered from Relief’s treasury shares that were issued out of its authorized share capital under exclusion of the existing shareholders’ pre-emptive rights.
This news release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. This news release does not constitute an offer of securities for sale in the United States. The securities being offered have not been, nor will they be, registered under the United States Securities Act of 1933, as amended, and such securities may not be offered or sold within the United States absent registration under U.S. federal and state securities laws or an applicable exemption from such U.S. registration requirements.
Relief focuses primarily on clinical-stage programs based on molecules with a history of clinical testing and use in human patients or a strong scientific rationale. Relief’s lead drug candidate, RLF-100(TM) (aviptadil), a synthetic form of Vasoactive Intestinal Peptide (VIP), is in late-stage clinical testing in the U.S. for the treatment of respiratory deficiency due to COVID-19. As part of its pipeline diversification strategy, in March 2021, Relief entered into a Collaboration and License Agreement with Acer Therapeutics for the worldwide development and commercialization of ACER-001. ACER-001 is a taste-masked and immediate release proprietary powder formulation of sodium phenylbutyrate (NaPB) for the treatment of Urea Cycle Disorders and Maple Syrup Urine Disease. In addition, Relief’s recently completed acquisition of APR Applied Pharma Research SA brings a diverse pipeline of marketed and development-stage programs.
RELIEF THERAPEUTICS Holding AG is listed on the SIX Swiss Exchange under the symbol RLF and quoted in the U.S. on OTCQB under the symbol RLFTF. For more information, visit www.relieftherapeutics.com. Follow us on LinkedIn.
RELIEF THERAPEUTICS Holding AG:
Chief Financial Officer and Treasurer
MC Services AG
Tel.: +49 (0) 211-529-252-22
This communication expressly or implicitly contains certain forward-looking statements concerning RELIEF THERAPEUTICS Holding AG, and there can be no assurance regarding whether its collaboration partner’s application for EUA will be approved by the FDA or that Relief will be successful in obtaining approval for the product in Europe or other territories. Such statements involve certain known and unknown risks, uncertainties and other factors, which could cause the actual results, financial condition, performance or achievements of RELIEF THERAPEUTICS Holding AG to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. RELIEF THERAPEUTICS Holding AG is providing this communication as of this date and do not undertake to update any forward-looking statements contained herein as a result of new information, future events or otherwise.