Exhibit 99.1
MIRAGEN ANNOUNCES PRICING OF $15.0 MILLION PUBLIC OFFERING OF COMMON STOCK AND
WARRANTS TO PURCHASE COMMON STOCK
BOULDER, CO, February7, 2020 – miRagen Therapeutics, Inc. (NASDAQ: MGEN), a clinical-stage biopharmaceutical company focused on the discovery and development ofRNA-targeted therapies, today announced the pricing of an underwritten public offering of 15,000,000 shares of its common stock and warrants to purchase up to an aggregate of 7,500,000 shares of its common stock. Each share of common stock is being sold together with one-half warrant, with each whole warrant exercisable to purchase one whole share of common stock. Each share of common stock and accompanying one-half warrant is being sold for a combined purchase price of $1.00, for a gross deal size of $15.0 million, not including any future proceeds from the exercise of the warrants and before deducting the underwriting discounts and commissions and offering expenses. Each whole warrant will have an exercise price of $1.10 per share, will be exercisable immediately and will expire on the fifth anniversary of the date of issuance. The shares of common stock and warrants can only be purchased together but will be issued separately and will be immediately separable upon issuance. The offering is expected to close on February 11, 2020, subject to customary closing conditions.
Oppenheimer & Co. Inc. is acting as the sole underwriter for the offering.
This offering is being made pursuant to an effective shelf registration statement of miRagen filed with the Securities and Exchange Commission (the SEC). The offering will be made only by means of a written prospectus and prospectus supplement that form part of the registration statement. A preliminary prospectus supplement related to the offering and accompanying prospectus has been filed and is available for free on the SEC’s website at http://www.sec.gov. When available, copies of the final prospectus supplement and the accompanying prospectus relating to the offering may be obtained from Oppenheimer & Co. Inc., Attention: Equity Syndicate Prospectus Department, 85 Broad Street, 26th Floor, New York, NY 10004,(212) 667-8055, ecmexecution@opco.com.
This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
About miRagen Therapeutics, Inc.
miRagen Therapeutics, Inc. is a clinical-stage biopharmaceutical company discovering and developing proprietaryRNA-targeted therapies with a specific focus on microRNAs and their role in diseases where there is a high unmet medical need. miRagen has three clinical stage product candidates, cobomarsen, remlarsen, andMRG-110. miRagen is developing cobomarsen for the treatment of patients with certain cancers, including cutaneousT-cell lymphoma and adultT-cell leukemia/lymphoma. Cobomarsen, is an inhibitor ofmicroRNA-155, which is found at abnormally high levels in malignant cells of several blood cancers. miRagen is also developing remlarsen andMRG-229, which are product candidates for the treatment of patients with pathological fibrosis. These product candidates are replacements formicroRNA-29, which is found at abnormally low levels in a number of pathological fibrotic conditions, including cutaneous, cardiac, renal, hepatic, pulmonary and ocular fibrosis, as well as in systemic sclerosis.MRG-110, an inhibitor ofmicroRNA-92, is miRagen’s product candidate for the treatment of heart failure and other ischemic disease. For more information, please visit www.miragen.com. For information on clinical trials please visit www.clinicaltrials.gov.
Note Regarding Forward-Looking Statements
This press release may contain forward-looking statements that involve substantial risks and uncertainties for purposes of the safe harbor provided by the Private Securities Litigation Reform Act of 1995. All statements contained in this press release other than statements of historical fact, including without limitation statements regarding the anticipated public offering and use of proceeds therefrom, are forward-looking statements. The words “believe,” “may,” “will,” “estimate,” “continue,” “anticipate,” “intend,” “plan,” “expect,” “predict,” “potential,” “opportunity,” “goals,” or “should,” and similar expressions are intended to identify forward-looking statements. Such statements are based on management’s current expectations and involve risks and uncertainties. Actual results and performance could differ materially from those projected in the forward-looking
