Processa Pharmaceuticals Inc (PCSA) News & EventsPCSAProcessa Pharmaceuticals Inc

Processa Pharmaceuticals Appoints New Executives to Support Growth

Processa Pharmaceuticals announced key leadership appointments to support the company's next phase of growth: Gregory Flesher, COO; Craig Coburn, executive VP, head of research; Ashley Hall, executive VP, development; and Michael Cruse, executive VP, business operations. Flesher previously served as CEO of Ambros Therapeutics, Reneo Pharmaceuticals and Novus Therapeutics. "As we advance our Bruton's tyrosine kinase inhibitor VT-7208 across multiple immune-mediated diseases and continue to expand our pipeline, we are excited to be building the leadership team for Processa's next stage of growth. Greg is an accomplished biotechnology executive who will play a central role in leading the company forward, while Craig, Ashley, and Mike bring deep and complementary experience across research, development and operations. Craig also brings a unique connection to our lead program as one of the scientists who helped invent VT-7208. Together, this is a highly experienced team with the capabilities to move quickly, execute with discipline and deliver on the opportunity ahead," said Sheila Gujrathi, executive chair of the Processa board of directors.

Selling Stockholders Plan to Sell Up to 306.57M Shares

This filing relates to the offer and sale from time to time by the selling stockholders of up to 306.57M shares of common stock. The company is not selling any shares under this prospectus and will not receive any of the proceeds from the sale of shares by the selling stockholders.

Processa Acquires Vidya and Secures $200 Million Financing

Processa Pharmaceuticals announced it has acquired Vidya Therapeutics. Concurrent with the acquisition, Processa entered into a definitive agreement for a private placement financing expected to result in gross proceeds of approximately $200M, before deducting placement agent and other offering expenses, from a syndicate of new and existing investors, including Bain Capital Life Sciences, Janus Henderson Investors, RA Capital Management, SilverArc Capital, ADAR1 Capital Management, Cormorant Asset Management, Integral Health Asset Management, Marshall Wace, Octagon Capital, Soleus Capital, a large mutual fund, and other institutional investors. Processa expects to use the proceeds to support the advancement of VT-7208 through multiple clinical milestones, including data from a Phase 2 proof-of-concept study in food allergy anticipated in the second half of 2027, data from a Phase 2 proof-of-concept study in CSU anticipated in the first half of 2028, and data from a Phase 2 proof-of-concept study in RMS anticipated in the second half of 2028. The company's cash and cash equivalents at closing, including gross proceeds expected from the concurrent private placement financing, are expected to fund operations into the second half of 2029. The acquisition is structured as a stock-for-stock transaction, pursuant to which all outstanding equity interests of Vidya will be exchanged based on a fixed exchange ratio for a combination of 558,398 shares of Processa common stock, 142,744.100 shares of Series A non-voting convertible preferred stock. Concurrent with the acquisition, Processa entered into a definitive agreement for a private placement financing to raise approximately $200 million in gross proceeds, in which the investors will be issued 163,774.679 shares of Series A non-voting convertible preferred stock at a price of $1,221.19 per share. The private placement is expected to close on July 30, 2026. Subject to Processa stockholder approval in accordance with Nasdaq listing rules, each share of Series A non-voting convertible preferred stock will automatically convert into 1,000 shares of Processa common stock, subject to certain beneficial ownership limitations set by each holder. The acquisition was approved by the Board of Directors of Processa and the Board of Directors and stockholders of Vidya. The closings of the acquisition and the private placement are not subject to the approval of Processa's stockholders. The approval of Processa's stockholders is required, among other things, under the terms of the Series A non-voting convertible preferred stock in order for the Series A non-voting convertible preferred stock to be converted into shares of Processa's common stock, and Processa is required to hold a stockholder meeting for such vote. As a result of the transactions, stockholders of Processa immediately prior to the acquisition will own approximately 0.9% of Processa's common stock, equity holders of Vidya immediately prior to the acquisition will own approximately 46.0% of Processa common stock and investors in the private placement financing will own approximately 52.6% of Processa common stock, in each case, calculated on a fully-diluted basis (without giving effect to any beneficial ownership limitations and assuming the conversion in full of the Series A non-voting convertible preferred stock) and based on the implied equity values of Processa and Vidya. Following the closing of the private placement, Processa is expected to have projected cash runway into the second half of 2029.