SEC Filings

S-1/A
AVEXIS, INC. filed this Form S-1/A on 02/09/2016
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$500,000, or the PBM Note, which had an annual interest rate of 8%, and (ii) granted PBM an option to purchase (A) 809,385 shares of Class B-1 preferred stock at a purchase price of $2.47 and (B) a warrant to purchase 130,623 shares of Class B-2 preferred stock at $2.57 per share. In February 2014, PBM elected to exercise this option and as a result of such exercise, the original principal amount of the PBM Note was automatically converted into shares of Class B-1 preferred stock and a warrant to purchase shares of Class B-2 preferred stock. Accordingly, in March 2014, we (i) issued to PBM 809,385 shares of Class B-1 preferred stock and a warrant to purchase 130,623 shares of Class B-2 preferred stock, as a result of the option exercise for gross proceeds of $2.0 million, (ii) issued to PBM an additional 202,345 shares of Class B-1 common stock and an additional warrant to purchase 32,655 shares of Class B-2 preferred stock at $2.57 per share pursuant to the conversion of the principal amount of the PBM Note and (iii) paid PBM $3,947 in cash, representing the accrued interest on the PBM Note.

          Under the Class B purchase agreement, we also agreed to sell to PBM on the same terms and conditions (i) an additional 1,011,731 shares of our Class B-1 preferred stock, or the Class B-1 Milestone Shares, at a purchase price of $2.47 per share, and (ii) a warrant to purchase 163,278 shares of our Class B-2 preferred stock, or the Milestone Warrant, at an exercise price of $2.57 per share, each to be issued and sold within 10 days of the date that we certified that the data and safety monitoring board appointed by the FDA had approved the dosing of the seventh patient in our Phase 1 clinical trial of AVXS-101, or the Milestone Event.

          In August 2014 we entered into an amendment and joinder to the Class B purchase agreement, pursuant to which certain employees of PBM and other service providers to PBM, which we refer to as the PBM Co-Investors, were granted the opportunity to participate in the purchase of the Class B-1 Milestone Shares and Milestone Warrant. In April 2015, the Milestone Event occurred, and on May 4, 2015, we issued and sold the Class B-1 Milestone Shares and the Milestone Warrant to PBM and the PBM Co-Investors for aggregate gross proceeds of $2.5 million.

          As described in "Management — Board Composition and Election of Directors — Board Composition" above, PBM, as representative to the holders of our Class B-1 preferred stock, has the right to designate a director to our board. PBM has designated Paul B. Manning, the president and chief executive officer of PBM Capital Group, LLC, or PBM Capital. Mr. Manning has sole voting and dispositive power over the shares held by PBM and the PBM Co-Investors. The following table sets forth the aggregate number of shares of Class B-1 preferred stock and warrants to purchase shares of Class B-2 preferred stock issued to our related parties in this financing:

PARTICIPANTS
 
SHARES OF
CLASS B-1
PREFERRED STOCK
 
WARRANTS TO
PURCHASE
SHARES OF CLASS B-2
PREFERRED STOCK
 

PBM

    1,841,349     297,167  

PBM Co-Investors

    182,111     29,389  

Class C Preferred Stock Financing

          In June 2014, we issued and sold a secured promissory note in the principal amount of $500,000, or the Deerfield Note to Deerfield Private Design Fund III, L.P, or Deerfield, a beneficial owner of more than 5% of our capital stock. The Deerfield Note carried an annual interest rate of 5% and was secured by all of our tangible and intangible assets and property.

          In August 2014, we entered into a Class C preferred stock purchase agreement, or the Class C purchase agreement, with Deerfield and Roche Finance Ltd, or Roche, a beneficial owner of more than 5% of our capital stock, pursuant to which we (i) issued and sold to Deerfield and Roche an aggregate of 1,135,084 shares of our Class C preferred stock at a purchase price of

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