BASKING RIDGE, N.J., March 27, 2020 (GLOBE NEWSWIRE) -- electroCore, Inc. (ECOR), a commercial-stage bioelectronic medicine company, today announced that it has entered into a common stock purchase agreement of up to $25 million with Lincoln Park Capital Fund, LLC (“Lincoln Park”), a Chicago-based institutional investor.
Under the terms of the purchase agreement, electroCore will, at its sole option and discretion, have the right, but not the obligation to sell up to $25 million of its common stock to Lincoln Park over a 36-month period. electroCore will control the timing and amount of any sales to Lincoln Park, and Lincoln Park is obligated to make purchases at quantities and prices in accordance with the purchase agreement, subject to various limitations including those set forth in the purchase agreement and the listing rules of Nasdaq. There are no upper limits to the price Lincoln Park may pay to purchase such common stock.
“We believe that this stock purchase agreement with Lincoln Park gives us financial flexibility to pursue those revenue channels where we see the most significant near-term revenue potential for gammaCore, the U.S. Veterans Administration and the United Kingdom,” said Daniel Goldberger, Chief Executive Officer of electroCore. “We are pleased that Lincoln Park shares our enthusiasm for the long-term potential of our vagus nerve stimulation technology.”
As part of the agreement, Lincoln Park has agreed not to cause or engage in any direct or indirect short selling or hedging of electroCore’s common stock. Furthermore, the purchase agreement does not contain any warrants, derivatives, rights of first refusal, participation rights, penalties or liquidated damages provisions in favor of any party. The agreement may be terminated by electroCore at any time, at its sole discretion, without any additional cost or penalty. In consideration for entering into the purchase agreement, electroCore issued shares of common stock to Lincoln Park as a commitment fee. The shares that may be issued under the purchase agreement have been registered on a shelf registration statement (File No. 333-232655) that was declared effective by the U.S. Securities and Exchange Commission (the “SEC”) on September 5, 2019.
Additional information regarding the purchase agreement is set forth in a Current Report on Form 8-K, which electroCore filed today with the SEC.
This press release does not constitute an offer to sell or the solicitation of an offer to buy the securities, nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of such jurisdiction.
gammaCore™ (nVNS) is the first non-invasive, hand-held medical therapy applied at the neck as an adjunctive therapy to treat migraine and cluster headache through the utilization of a mild electrical stimulation to the vagus nerve that passes through the skin. Designed as a portable, easy-to-use technology, gammaCore can be self-administered by patients, as needed, without the potential side effects associated with commonly prescribed drugs. When placed on a patient’s neck over the vagus nerve, gammaCore stimulates the nerve’s afferent fibers, which may lead to a reduction of pain in patients.
gammaCore is CE-marked in the European Union for the acute and/or prophylactic treatment of primary headache (Migraine, Cluster Headache, Trigeminal Autonomic Cephalalgias and Hemicrania Continua) and Medication Overuse Headache in adults. gammaCore is FDA cleared in the United States for adjunctive use for the preventive treatment of cluster headache in adult patients, the acute treatment of pain associated with episodic cluster headache in adult patients, and the acute treatment of pain associated with migraine headache in adult patients.
- Safety and efficacy of gammaCore have not been evaluated in the following patients:
-- Patients with an active implantable medical device, such as a pacemaker, hearing aid implant, or any implanted electronic device
-- Patients diagnosed with narrowing of the arteries (carotid atherosclerosis)
-- Patients who have had surgery to cut the vagus nerve in the neck (cervical vagotomy)
-- Pediatric patients
-- Pregnant women
-- Patients with clinically significant hypertension, hypotension, bradycardia, or tachycardia
- Patients should not use gammaCore if they:
-- Have a metallic device such as a stent, bone plate, or bone screw implanted at or near their neck
-- Are using another device at the same time (e.g., TENS Unit, muscle stimulator) or any portable electronic device (e.g., mobile phone)
In the US, the FDA has not cleared gammaCore for the acute treatment of chronic cluster headache or the preventative treatment of migraine headache.
Please refer to the gammaCore Instructions for Use for all of the important warnings and precautions before using or prescribing this product.
This press release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements include, but are not limited to, statements about possible sales of common stock pursuant to the purchase agreement with Lincoln Park, as well as electroCore's business prospects and product development plans, its pipeline or potential markets for its technologies, and other statements that are not historical in nature, particularly those that utilize terminology such as "anticipates," "will," "expects," "believes," "intends," other words of similar meaning, derivations of such words and the use of future dates. Actual results could differ from those projected in any forward-looking statements due to numerous factors. Such factors include, among others, the ability to raise the additional funding needed to continue to pursue electroCore’s business and product development plans, the inherent uncertainties associated with developing new products or technologies, the ability to commercialize gammaCore™, competition in the industry in which electroCore operates and overall market conditions. Any forward-looking statements are made as of the date of this press release, and electroCore assumes no obligation to update the forward-looking statements or to update the reasons why actual results could differ from those projected in the forward-looking statements, except as required by law. Investors should consult all of the information set forth herein and should also refer to the risk factor disclosure set forth in the reports and other documents electroCore files with the SEC available at www.sec.gov.