January 24, 2023 8:07pm
Definitive agreement to sell approximately 2.1 million shares of its Series B Convertible Preferred Stock to affiliates of BVF Partners L.P. of $60 million in two tranches
VSTM closed up +$0.02 to $0.61 with a negative -$0.01 or -1.66% aftermarket - so far and STILL de-listed from Nasdaq
Caveats:
The initial tranche, consisting of 1.2 million shares of Preferred Stock for gross proceeds of approximately $30 million, representing a purchase price per common share equal to $0.5901, is anticipated to close on 1/27/23, subject to the satisfaction of customary closing conditions.
The second tranche, consisting of 900 K shares of Preferred Stock for gross proceeds of approximately $30 million, resulting in a purchase price per common share equal to $0.75, will close within seven trading days of VSTM’s common stock trading for a 10-day volume weighted average price of at least $1.125 per share with aggregate trading volume during the same 10-day period of at least $25 million within 18 months from the closing date of the initial tranche.
Obligations:
· The Preferred Stock ranks senior to all of the Common Stock;
· Senior to all other classes and series of equity securities of the Corporation that by their terms do not rank senior to the Preferred Stock;
· Senior to all shares of VSTM’s Series A Convertible Preferred Stock; (iv) on parity with any class or series of capital stock of the Company hereafter created specifically ranking by its terms on parity with the Preferred Stock;
· Junior to any class or series of capital stock of the Company hereafter created specifically ranking by its terms senior to any Preferred Stock; and
· Junior to all of VSTM’s existing and future debt obligations.
The Bottom Line: status – desperate to add multiple levels of DEBT
52-week low of $0.29 and a high of $2.13
Cash position: 103.98 (Yahoo)
Debt: $27.11 M
Book value: $0.30
Operating cash Flow: -$56.99 M
What about the delisting = speak to shareholders - NADA
