"The Exelixis discovery platform has been prolific, generating 14 targeted molecules currently in clinical development by either Exelixis or its partners," said William Slattery, partner at Deerfield Management. "To complement its discovery capabilities, Exelixis has now built a top-tier development team that allows the company to independently optimize proof-of- concept studies for these products. Our goal with this financing is to provide a flexible, minimally dilutive form of capital that will allow Exelixis to advance development programs either internally or externally, depending on which strategy maximizes shareholder value."
Under the terms of the agreement, Deerfield has committed $150.0
million that can be drawn by Exelixis in $15.0 million increments. Exelixis
will pay a quarterly commitment fee at a rate of 2.25% per annum, and
amounts drawn will accrue interest until maturity at a rate of 6.75% per
annum. Outstanding principal and unpaid interest, if any, are due in June
2013, subject to acceleration in specified circumstances, and may be
prepaid in whole or in part at any time, without penalty, at Exelixis'
option with shares of common stock, subject to certain restrictions, or in
cash. Deerfield will receive a transaction fee of 2.5% and was issued
warrants to acquire 1,000,000 shares of Exelixis common stock at an
exercise price of $7.40 per share, representing a 20% premium to the
average closing stock price over the last ten business days. In the event
that Exelixis draws on the facility agreement, Exelixis would be required
to issue warrants to acquire up to an additional 10,000,000 shares of its
common stock. Exelixis would issue warrants to acquire 400,000 additional
shares at the same exercise price as the initial warrants at the time that
each of the first five $15.0 million increments is drawn. In addition,
Exelixis would issue warrants to acquire 800,000 shares with each $15.0
|SOURCE Exelixis, Inc.|
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