Timber Pharmaceuticals Signs Waiver Agreement with Warrant Holders
November 20 2020 - 9:05AM
NewMediaWire -- Timber Pharmaceuticals, Inc. ("Timber" or the
“Company”) (NYSE American: TMBR), a biopharmaceutical company
focused on the development and commercialization of treatments for
rare and orphan dermatologic diseases, today announced that it has
signed waiver agreements with certain of its existing institutional
investors.
Effective as of November 19, 2020 (the
“Effective Date”), Timber entered into waiver agreements (the
“Waiver Agreements”) with each of the holders of its series A and
series B warrants in which all the parties agreed to waive certain
rights and amend certain provisions of the warrants and associated
securities purchase agreement.
Pursuant to the Waiver Agreements, the holders
agreed to (i) waive certain provisions in the warrants in order to
allow for one immediate and final reset of the number of shares of
common stock underlying the warrants and the exercise price of the
series A warrants using the formula provided in the warrants*, and
(ii) permanently waive the provisions providing for future resets
of the number of shares of common stock underlying the warrants and
the exercise price of the series A warrants (other than certain
anti-dilution protection provisions in the series A warrants). As a
result of the foregoing, (A) the exercise price of the series A
warrants was set at $1.16 per share (the “Series A Exercise
Price”), (B) the number of shares underlying all of the series A
warrants was set at 20,178,214 and (C) the number of shares
underlying all of the Series B Warrants was set at 22,766,776.
“We are pleased to sign these agreements which
we believe will put Timber on firmer footing to reach its strategic
goals,” said John Koconis, Chief Executive Officer of Timber
Pharma.
* For additional details of the agreement, see
the Company’s Form 8-K filed with the Securities and Exchange
Commission on November 20, 2020.
About Timber Pharmaceuticals, Inc.
Timber Pharmaceuticals, Inc. is a
biopharmaceutical company focused on the development and
commercialization of treatments for rare and orphan dermatologic
diseases. The Company's investigational therapies have proven
mechanisms-of-action backed by decades of clinical experience and
well-established CMC (chemistry, manufacturing and control) and
safety profiles. The Company is initially focused on developing
non-systemic treatments for rare dermatologic diseases including
congenital ichthyosis (CI), facial angiofibromas (FAs) in tuberous
sclerosis complex (TSC), and localized scleroderma. For more
information, visit www.timberpharma.com.
Forward-Looking Statements
This press release contains certain
forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933 and Section 21E of the Securities Exchange
Act of 1934 and Private Securities Litigation Reform Act, as
amended, including those relating to the Company's product
development, clinical and regulatory timelines, market opportunity,
competitive position, possible or assumed future results of
operations, business strategies, potential growth opportunities and
other statements that are predictive in nature. These
forward-looking statements are based on current expectations,
estimates, forecasts and projections about the industry and markets
in which we operate and management's current beliefs and
assumptions.
These statements may be identified by the use of
forward-looking expressions, including, but not limited to,
"expect," "anticipate," "intend," "plan," "believe," "estimate,"
"potential, "predict," "project," "should," "would" and similar
expressions and the negatives of those terms. These statements
relate to future events or our financial performance and involve
known and unknown risks, uncertainties, and other factors which may
cause actual results, performance or achievements to be materially
different from any future results, performance or achievements
expressed or implied by the forward-looking statements. Such
factors include those set forth in the Company's Form 10-Q filed on
August 18, 2020 and its other filings with the Securities and
Exchange Commission. Prospective investors are cautioned not to
place undue reliance on such forward-looking statements, which
speak only as of the date of this press release. The Company
undertakes no obligation to publicly update any forward-looking
statement, whether as a result of new information, future events or
otherwise.
For more information, contact:
Timber Pharmaceuticals, Inc. John
Koconis Chief Executive Officerjkoconis@timberpharma.com
Investor Relations:Stephanie PrincePCG
Advisory(646) 762-4518sprince@pcgadvisory.com
Media Relations: Adam DaleyBerry &
Company Public Relations (212) 253-8881adaley@berrypr.com
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