Adagene Inc. Enters $100M Sales Agreement with Leerink Partners

Ticker: ADAG · Form: 6-K · Filed: 2024-03-29T00:00:00.000Z

Sentiment: neutral

Topics: at-the-market offering, equity financing, sales agreement

TL;DR

Adagene just inked a deal to sell up to $100M in stock via Leerink Partners.

AI Summary

On March 29, 2024, Adagene Inc. entered into a sales agreement with Leerink Partners LLC. This agreement allows Adagene to potentially sell up to $100 million of its ordinary shares over time.

Why It Matters

This agreement provides Adagene with a flexible way to raise capital, potentially up to $100 million, which can be used for ongoing operations and strategic initiatives.

Risk Assessment

Risk Level: medium — The company is establishing an at-the-market offering, which can dilute existing shareholders and is subject to market conditions.

Key Numbers

$100.0M — Potential Capital Raise (Maximum amount Adagene Inc. can raise through the sales agreement.)

Key Players & Entities

Adagene Inc. (company) — Registrant
Leerink Partners LLC (company) — Sales Agent
$100 million (dollar_amount) — Maximum offering amount
March 29, 2024 (date) — Date of Sales Agreement

FAQ

What is the purpose of the sales agreement entered into by Adagene Inc.?

The sales agreement allows Adagene Inc. to sell up to $100 million of its ordinary shares from time to time through Leerink Partners LLC.

Who is the sales agent for Adagene Inc.'s offering?

Leerink Partners LLC is the sales agent for Adagene Inc.'s offering.

What is the maximum amount Adagene Inc. can raise under this agreement?

Adagene Inc. can raise up to $100 million under the terms of the sales agreement.

When was the sales agreement entered into?

The sales agreement was entered into on March 29, 2024.

What type of securities can Adagene Inc. sell under the agreement?

Adagene Inc. can sell its ordinary shares under the agreement.

From the Filing

0001104659-24-041123.txt : 20240329 0001104659-24-041123.hdr.sgml : 20240329 20240329153627 ACCESSION NUMBER: 0001104659-24-041123 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 6 CONFORMED PERIOD OF REPORT: 20240329 FILED AS OF DATE: 20240329 DATE AS OF CHANGE: 20240329 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Adagene Inc. CENTRAL INDEX KEY: 0001818838 STANDARD INDUSTRIAL CLASSIFICATION: PHARMACEUTICAL PREPARATIONS [2834] ORGANIZATION NAME: 03 Life Sciences IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-39997 FILM NUMBER: 24803967 BUSINESS ADDRESS: STREET 1: 4F, BUILDING C14, NO. 218, XINGHU STREET STREET 2: SUZHOU INDUSTRIAL PARK CITY: JIANGSU STATE: F4 ZIP: 00000 BUSINESS PHONE: 86-512-87773632 MAIL ADDRESS: STREET 1: 4F, BUILDING C14, NO. 218, XINGHU STREET STREET 2: SUZHOU INDUSTRIAL PARK CITY: JIANGSU STATE: F4 ZIP: 00000 6-K 1 tm249672d1_6k.htm FORM 6-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the Month of March 2024 Commission File Number: 001-39997 Adagene Inc. (Exact Name of Registrant as Specified in Its Charter) 4F, Building C14, No. 218 Xinghu Street, Suzhou Industrial Park Suzhou, Jiangsu Province, 215123 People’s Republic of China +86-512-8777-3632 (Address of principal executive offices) Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-F x Form 40-F ¨ EXPLANATORY NOTE Entry into Sales Agreement On March 29, 2024, Adagene Inc., an exempted company incorporated with limited liability under the laws of the Cayman Islands (the “Company”) entered into a sales agreement (the “Sales Agreement”) with Leerink Partners LLC (“Leerink Partners”), pursuant to which the Company may issue and sell, from time to time, American Depositary Shares (the “ADSs”), each representing one and one quarter (1.25) ordinary shares of the Company, par value US$0.0001 per share (the “Shares”), through Leerink Partners, acting as agent and/or principal. Subject to the terms and conditions of the Sales Agreement, Leerink Partners will use its commercially reasonable efforts consistent with its normal trading and sales practices to place all of the ADSs requested to be sold by the Company. The Company will pay Leerink Partners a commission rate of up to 3.0% of the gross proceeds from the sale of ADSs sold pursuant to the Sales Agreement. The Company has provided Leerink Partners with customary representations, warranties, covenants, and indemnification rights. Sales of the ADSs under the Sales Agreement may be made by any method permitted by law deemed to be an “at the market offering” as defined in Rule 415 of the Securities Act Regulations. The ADSs will be offered and sold pursuant to the Company’s Registration Statement on Form F-3 (File No. 333-264486) (the “Registration Statement”), which was originally filed with the Securities and Exchange Commission (“SEC”) on April 26, 2022, the base prospectus contained within the Registration Statement, and a prospectus supplement that was filed with the SEC on March 29, 2024 in connection with the offer and sale of the ADSs pursuant to the Sales Agreement (the “Prospectus Supplement”). The ADSs may only be offered and sold by means of a prospectus, including a prospectus supplement, forming part of the effective Registration Statement. The foregoing description of the Sales Agreement is not complete and is qualified in its entirety by reference to the full text of the Sales Agreement filed as Exhibit 1.1 with this Current Report on Form 6-K. This Current Report on Form 6-K shall not constitute an offer to sell or the solicitation of an offer