Sunshine Heart Announces Closing of $9.2 Million Underwritten Public Offering and Full Exercise of Over-Allotment Option
April 24 2017 - 1:00PM
Sunshine Heart, Inc. (NASDAQ:SSH) announced today the closing of an
underwritten public offering of units for gross proceeds of $9.2
million, which includes the full exercise of the underwriter’s
over-allotment option to purchase additional shares and warrants,
prior to deducting underwriting discounts and commissions and
offering expenses payable by Sunshine Heart.
The offering comprised of Class A Units, priced at a public
offering price of $1.00 per unit, with each unit consisting of one
share of common stock and one five-year warrant (each, a “warrant”)
to purchase one share of common stock with an exercise price of
$1.10 per share, and Class B Units, priced at a public offering
price of $1,000 per unit, with each unit comprised of one share of
preferred stock, which is convertible into 1,000 shares of common
stock, and warrants to purchase 1,000 shares of common stock, also
with an exercise price of $1.10 per share. The conversion price of
the preferred stock issued in the transaction as well as the
exercise price of the warrants are fixed priced and do not contain
any variable pricing features nor any price based anti-dilutive
features. The preferred stock issued in this transaction includes a
beneficial ownership blocker but has no dividend rights (except to
the extent dividends are also paid on the common stock),
liquidation preference or other preferences over common stock. The
securities comprising the units are immediately separable and will
be issued separately.
Ladenburg Thalmann & Co. Inc., a subsidiary of Ladenburg
Thalmann Financial Services Inc., acted as sole book-running
manager in connection with the offering.
A total of 2.8 million shares of common stock, 6,400 shares of
preferred stock convertible into 6.4 million shares of common
stock, and warrants to purchase 9.2 million shares of common stock
were issued in the offering.
The securities were offered pursuant to a registration statement
on Form S-1 (File No. 333-216841), which was declared effective by
the United States Securities and Exchange Commission (“SEC”) on
April 18, 2017.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy, nor will there be any sales of
these securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of such jurisdiction. A
final prospectus relating to this offering was filed by Sunshine
Heart with the SEC. Copies of the final prospectus can be obtained
at the SEC’s website at www.sec.gov or from Ladenburg Thalmann
& Co. Inc., Prospectus Department, 277 Park Avenue, 26th Floor,
New York, New York 10172, by calling (212) 409-2000.
About Sunshine Heart
Sunshine Heart, Inc. (Nasdaq:SSH) is an early-stage medical
device company focused on commercializing the Aquadex FlexFlow®
System. The Company's commercial product, the Aquadex system, is
indicated for temporary (up to eight hours) ultrafiltration
treatment of patients with fluid overload who have failed diuretic
therapy, and extended (longer than 8 hours) ultrafiltration
treatment of patients with fluid overload who have failed diuretic
therapy and require hospitalization. Our objective is to improve
the quality of life for patients with heart failure and related
conditions. Sunshine Heart is a Delaware corporation headquartered
in Minneapolis with wholly owned subsidiaries in Australia and
Ireland. The Company has been listed on the NASDAQ Capital Market
since February 2012.
Forward-Looking Statements
Certain statements in this release are forward-looking
statements that are based on management’s beliefs, assumptions,
expectations, and information currently available to management.
All statements that address future operating performance, events or
developments that we expect or anticipate will occur in the future
are forward-looking statements, including without limitation, our
ability to execute on our recently announced strategic realignment,
our post-market clinical data collection activities, benefits of
our products to patients, our expectations with respect to product
development and commercialization efforts, our ability to increase
market and physician acceptance of our products, potentially
competitive product offerings, intellectual property protection,
our ability to integrate acquired businesses, our expectations
regarding anticipated synergies with and benefits from acquired
businesses. The risk factors described in our filings with the SEC
could cause actual events to adversely differ from the expectations
indicated in these forward-looking statements. Management believes
that these forward-looking statements are reasonable as and when
made. However, you should not place undue reliance on
forward-looking statements because they speak only as of the date
when made. Sunshine Heart does not assume any obligation to
publicly update or revise any forward-looking statements, whether
as a result of new information, future events or otherwise.
Sunshine Heart may not actually achieve the plans,
projections or expectations disclosed in forward-looking
statements, and actual results, developments or events could differ
materially from those disclosed in the forward-looking statements.
Forward-looking statements are subject to a number of risks and
uncertainties, including without limitation, the possibility that
regulatory authorities do not accept our application or approve the
marketing of our therapy, the possibility we may be unable to raise
the funds necessary for the development and commercialization of
our therapy and other risks and uncertainties described in our
filings with the SEC. We do not assume any obligation to publicly
update or revise any forward-looking statements, whether as a
result of new information, future events or otherwise.
For further information, please contact:
Claudia Napal Drayton
Chief Financial Officer
Sunshine Heart, Inc.
T: +1-952-345-4205
Investor Relations
Sunshine Heart Inc.
ir@sunshineheart.com
CHF Solutions (NASDAQ:CHFS)
Historical Stock Chart
From Aug 2024 to Sep 2024
CHF Solutions (NASDAQ:CHFS)
Historical Stock Chart
From Sep 2023 to Sep 2024