Caladrius Biosciences, Inc. Announces $65 Million Registered Direct Offerings Priced At-The-Market under Nasdaq Rules
February 12 2021 - 8:15AM
Caladrius Biosciences, Inc. (Nasdaq: CLBS) (“Caladrius” or the
“Company”), a clinical-stage biopharmaceutical company dedicated to
the development of cellular therapies designed to reverse disease,
today announced that it has entered into securities purchase
agreements with several institutional investors to purchase an
aggregate of 24,906,134 shares of its common stock and warrants to
purchase up to an aggregate of 12,453,067 shares of common
stock at a purchase price of $2.45 per share of common stock and
associated warrant in a registered direct offering priced
at-the-market under Nasdaq rules. The warrants have an exercise
price of $2.90 per share, will be immediately exercisable, and will
expire five years from the issuance date. The registered direct
offering is expected to close on or about February 17, 2021,
subject to the satisfaction of customary closing conditions.
H.C. Wainwright & Co. is acting as the exclusive placement
agent for the offering to the institutional investors.
In addition, the Company also announced that it entered into a
securities purchase agreement with certain accredited investors to
purchase an aggregate of 1,632,652 shares of its common stock and
warrants to purchase up to an aggregate of 816,326 shares of common
stock in a non-brokered registered direct offering on the same
terms as above. Such registered direct offering is also expected to
close on or about February 17, 2021, subject to the satisfaction of
customary closing conditions.
The gross proceeds from the registered direct offerings are
expected to be approximately $65 million before deducting placement
agent fees and other offering expenses. The Company currently
intends to use the net proceeds from the offering for working
capital and general corporate purposes, including the advancement
of its CD34+ technology-based clinical programs.
The securities described above are being offered pursuant to a
"shelf" registration statement (File No. 333-226319) filed with the
Securities and Exchange Commission (SEC) and declared effective on
August 2, 2018. Such securities may be offered only by means of a
prospectus, including a prospectus supplement, forming a part of
the effective registration statement. A prospectus supplement and
the accompanying prospectus relating to each of the offerings of
the securities will be filed with the SEC. Electronic copies of the
prospectus supplement and the accompanying prospectus relating to
the offering of the securities to the institutional investors may
be obtained, when available, on the SEC's website
at http://www.sec.gov or by contacting
H.C. Wainwright & Co., LLC at 430 Park Avenue, 3rd Floor, New
York, NY 10022, by
e-mail: placements@hcwco.com or by
telephone: (646) 975-6996.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy, nor there 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.
About Caladrius Biosciences
Caladrius Biosciences, Inc. is a clinical-stage
biopharmaceutical company dedicated to the development of cellular
therapies designed to reverse disease. We are developing
first-in-class cell therapy products based on the finely tuned
mechanisms for self-repair that exist in the human body. Our
technology leverages and enables these mechanisms in the form of
specific cells, using formulations and modes of delivery unique to
each medical indication.
The Company’s current product candidates include: CLBS16, the
subject of both a recently completed positive Phase 2a study and a
newly initiated Phase 2b study in the U.S. for the treatment of
coronary microvascular dysfunction (“CMD”); HONEDRA® (formerly
CLBS12), recipient of SAKIGAKE designation and eligible for early
conditional approval in Japan for the treatment of critical limb
ischemia (“CLI”) based on the results of an ongoing clinical trial;
CLBS201, designed to assess the safety and efficacy of CD34+ cell
therapy as a treatment for chronic kidney disease (“CKD”); OLOGO™
(formerly CLBS14), a Regenerative Medicine Advanced Therapy
(“RMAT”) designated therapy for which the Company has finalized
with the U.S. Food and Drug Administration (the “FDA”) a protocol
for a Phase 3 confirmatory trial in subjects with no-option
refractory disabling angina (“NORDA”); and CLBS119, an emergent
CD34+ stem cell therapy responding to the COVID-19 pandemic and the
potentially permanent damage the virus inflicts on the lungs of
many patients. For more information on the company, please
visit www.caladrius.com.
Safe Harbor for Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of
1995. Forward-looking statements reflect management’s current
expectations, as of the date of this press release, and involve
certain risks and uncertainties. All statements other than
statements of historical fact contained in this press release are
forward-looking statements including, without limitation, all
statements related to the completion of the registered direct
offerings, the satisfaction of customary closing conditions related
to the offerings and the intended use of net proceeds from the
offerings as well as any expectations of revenues, expenses, cash
flows, earnings or losses from operations, cash required to
maintain current and planned operations, capital or other financial
items; any statements of the plans, strategies and objectives of
management for future operations; market and other conditions; any
plans or expectations with respect to product research, development
and commercialization, including regulatory approvals; any other
statements of expectations, plans, intentions or beliefs; and any
statements of assumptions underlying any of the foregoing. Without
limiting the foregoing, the words “plan,” “project,” “forecast,”
“outlook,” “intend,” “may,” “will,” “expect,” “likely,” “believe,”
“could,” “anticipate,” “estimate,” “continue” or similar
expressions or other variations or comparable terminology are
intended to identify such forward-looking statements, although some
forward-looking statements are expressed differently. Factors that
could cause future results to differ materially from the recent
results or those projected in forward-looking statements include
the “Risk Factors” described in the Company’s Annual Report on Form
10-K filed with the Securities and Exchange Commission (“SEC”) on
March 5, 2020 and in the Company’s other periodic filings with the
SEC. The Company’s further development is highly dependent on,
among other things, future medical and research developments and
market acceptance, which are outside of its control. You are
cautioned not to place undue reliance on forward-looking
statements, which speak only as of the date of this Press Release.
Caladrius does not intend, and disclaims any obligation, to update
or revise any forward-looking information contained in this Press
Release or with respect to the matters described herein, except as
required by law.
Contact:
Investors:Caladrius Biosciences, Inc.John MendittoVice
President, Investor Relations and Corporate
CommunicationsPhone: +1-908-842-0084Email: jmenditto@caladrius.com
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