15 unchanged sentences
Registration Rights Agreement and Investor Rights Agreement
−Removed: As part of the First Closing of the 2020 Private Placement, we entered into a registration rights agreement (the “2020 Registration Rights Agreement”) and an investor rights agreement (the “Investor Rights Agreement”) with Innoviva.
+Added: As part of the First Closing of the 2020 Private Placement, we entered into a registration rights agreement (the “2020 Registration Rights Agreement”) and an investor rights agreement (the “IRA”) with Innoviva.
Pursuant to the 2020 Registration Rights Agreement, we filed a registration statement on Form S-3 on April 1, 2020, which was declared effective on April 8, 2020, covering the resale of the securities issued and sold pursuant to the 2020 Securities Purchase Agreement with the Commission on a continuous basis pursuant to Rule 415 promulgated under the Securities Act of 1933, as amended (the “Securities Act”).
−Removed: The Investor Rights Agreement provides that for so long as Innoviva and its affiliates hold at least 12.5% of the outstanding shares of Common Stock on a fully-diluted basis, Innoviva shall have the right to designate two (2) directors to our board of directors, and for so long as Innoviva and its affiliates hold at least 8% but less than 12.5% of the outstanding shares of Common Stock on a fully-diluted basis, Innoviva shall have the right to designate one (1) director, subject to certain qualifications and conditions in the Investor Rights Agreement.
−Removed: The Investor Rights Agreement also provides for participation rights for Innoviva to participate in future offerings of equity securities by Armata.
−Removed: The Investor Rights Agreement was subsequently amended and restated by the A&R IRA.
−Removed: 2021 Private Placement
+Added: The IRA provides that for so long as Innoviva and its affiliates hold at least 12.5% of the outstanding shares of Common Stock on a fully-diluted basis, Innoviva shall have the right to designate two (2) directors to our board of directors, and for so long as Innoviva and its affiliates hold at least 8% but less than 12.5% of the outstanding shares of Common Stock on a fully-diluted basis, Innoviva shall have the right to designate one (1) director, subject to certain qualifications and conditions in the IRA.
+Added: The IRA also provides for participation rights for Innoviva to participate in future offerings of equity securities by Armata.
+Added: The IRA was subsequently amended and restated by the Amended & Restated IRA.
+Added: 2021 Private Placements
+Added: On October 28, 2021, we entered into a securities purchase agreement (the “October 2021 Securities Purchase Agreement”) with the Cystic Fibrosis Foundation (“CFF”), a Delaware corporation, our partner for the lead Phase 1b/2a clinical development program, and Innoviva Strategic Opportunities LLC, a wholly-owned subsidiary of Innoviva (collectively, “Innoviva”), for the private placement of newly issued shares of our common stock, par value $0.01 per share.
+Added: Pursuant to the October 2021 Securities Purchase Agreement, we issued and sold 909,091 shares to CFF and 1,212,122 shares to Innoviva, each at a per share price of $3.30.
+Added: We received aggregate gross proceeds from the October 2021 Private Placements of approximately $7.0 million, before deducting transaction expenses .
On January 26, 2021, we entered into the 2021 Securities Purchase Agreement with Innoviva, pursuant to which we agreed to issue and sell to Innoviva, in the 2021 Private Placement, 6,153,847 newly issued shares of our common stock and warrants to purchase 6,153,847 shares of common stock, with an exercise price per share of $3.25.
1 unchanged sentence
See the section entitled “Business—Recent Developments” for a description of the 2021 Private Placement, which is incorporated by reference herein.
−Removed: SELECTED FINANCIAL DATA
−Removed: The selected consolidated financial data set forth below as of December 31, 2020 and 2019, and for the years ended December 31, 2020 and 2019, are derived from our audited consolidated financial statements included elsewhere in this report.
−Removed: This information should be read in conjunction with those consolidated financial statements, the notes thereto, and with “ Management’s Discussion and Analysis of Financial Condition and Results of Operations .”
−Removed: For the year ended December 31,
−Removed: Statement of Operations Data:
−Removed: Grant revenue
−Removed: Loss from operations
−Removed: Net loss per share, basic
−Removed: Shares used in computing net loss per share, basic
−Removed: Net loss per share, diluted
−Removed: Shares used in computing net loss per share, diluted
−Removed: As of December 31,
−Removed: Balance Sheet Data:
−Removed: Cash and cash equivalents
−Removed: Working capital
−Removed: Total liabilities
−Removed: Accumulated deficit
−Removed: (179,702,000)
−Removed: (157,521,000)
−Removed: Total stockholders’ equity
+Added: We have relied on an exemption from registration under Section 4(a)(2) of the Securities Act for the 2020 and 2021 Private Placements.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.