20 March 2019 - - US-based biopharmaceutical company vTv Therapeutics Inc. (NASDAQ: VTVT) has entered into a definitive agreement with certain institutional investors for the purchase and sale in a registered direct offering of 3,636,364 shares of the company's class A common stock at a price of USD 1.65 per share for aggregate gross proceeds of approximately USD 6m, the company said.

The offering is expected to close on or about March 20, 2019, subject to the satisfaction of customary closing conditions.

H.C. Wainwright and Co. is acting as the exclusive placement agent.

The company also entered into a letter agreement with MacAndrews and Forbes Group LLC, the company's largest shareholder, pursuant to which M and F Group has committed to purchase, at the company's option and exercisable on demand during a one-year period after the date of the agreement, up to 5,454,545 unregistered shares of common stock at a fixed price of USD 1.65 per share for aggregate proceeds of approximately USD 9m assuming the company elects to sell the entire amount.

M and F Group may also exercise a right to purchase those shares on the same terms three times during the same one-year period.

The company intends to use the net proceeds from the Registered Direct offering and the agreement to fund start-up activities for current and future clinical trials, in addition to ongoing business operations.

The clinical trials include:

A phase 2 and phase 3 clinical trial under a single protocol designed to investigate the safety and efficacy of azeliragon in patients with mild Alzheimer's disease and type 2 diabetes as evidenced by elevated HbA1c.

The part 2 confirmatory phase of the ongoing Simplici-T1 Study, a 12-week study to evaluate TTP399 as an add-on to insulin therapy for type 1 diabetics. This trial is being conducted in partnership with JDRF.

The common stock in the Registered Direct offering is being offered and sold by the company pursuant to a shelf registration statement on form S-3 (Registration No. 333-223269) that was previously filed with the Securities and Exchange Commission and declared effective on March 19, 2018.

The Registered Direct offering of shares of common stock will be made only by means of a prospectus supplement that forms a part of the registration statement.

vTv Therapeutics is a clinical-stage biopharmaceutical company engaged in the discovery and development of orally administered small molecule drug candidates to fill significant unmet medical needs.

The company has a pipeline of clinical drug candidates led by programs for the treatment of Alzheimer's disease and diabetes as well as treatment of inflammatory disorders.