LEXINGTON, Mass., Nov. 29, 2018 /PRNewswire/ -- Pulmatrix,
Inc. ("Pulmatrix," the "Company," "we," "our" or "us") (NASDAQ:
PULM) today announced that it has entered into a securities
purchase agreement with an institutional investor, providing for
the purchase and sale of 9,375,000 shares of common stock (or
common stock equivalents) at a price of $0.32 per share in a registered direct offering,
resulting in total gross proceeds of $3.0
million. The Company also agreed to issue unregistered
warrants to the investor in a concurrent private placement to
purchase up to 1 share of common stock for each share or common
stock (or common stock equivalent) purchased with an exercise price
of $0.39 per share. The warrants will
be exercisable six months following issuance and will expire five
and a half years following the date of issuance. The closing of the
sale of the securities is expected to take place on or about
December 3, 2018, subject to the
satisfaction of customary closing conditions.
The shares of common stock were offered pursuant to a shelf
registration statement on Form S-3 (File No. 333‑212546), which was
declared effective by the United States Securities and Exchange
Commission ("SEC") on August 3, 2016.
The warrants and shares issuable upon exercise of the warrants were
offered in a concurrent private placement and have not been
registered under the Securities Act of 1933, as amended.
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy these securities, nor shall there
be any sale of these securities in any state or other jurisdiction
in which such offer, solicitation or sale would be unlawful prior
to the registration or qualification under the securities laws of
any such state or other jurisdiction. A prospectus supplement
relating to the shares of common stock will be filed by the Company
with the SEC. When available, copies of the prospectus supplement,
together with the accompanying prospectus, can be obtained at the
SEC's website at www.sec.gov.
About Pulmatrix
Pulmatrix is a clinical stage biopharmaceutical company
developing innovative inhaled therapies to address serious
pulmonary disease using its patented iSPERSE™ technology. The
Company's proprietary product pipeline is focused on advancing
treatments for serious lung diseases, including Pulmazole, an
inhaled anti-fungal for patients with allergic bronchopulmonary
aspergillosis ("ABPA"), and PUR1800, a narrow spectrum kinase
inhibitor for patients with obstructive lung diseases including
asthma and chronic obstructive pulmonary disease ("COPD").
Pulmatrix's product candidates are based on iSPERSE™, its
proprietary engineered dry powder delivery platform, which seeks to
improve therapeutic delivery to the lungs by maximizing local
concentrations and reducing systemic side effects to improve
patient outcomes.
Forward-Looking Statements
Certain statements in this press release that are
forward-looking and not statements of historical fact are
forward-looking statements within the meaning of the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995.
Such forward-looking statements include, but are not limited to,
statements concerning the amount of proceeds the Company expects to
receive from the sale of the securities in the registered direct
offering and concurrent private placement, the closing of the
transaction described in this press release, which is subject to
customary conditions, and other statements that are not statements
of historical fact, and may be identified by words such as
"anticipates," "assumes," "believes," "can," "could," "estimates,"
"expects," "forecasts," "guides," "intends," "is confident that",
"may," "plans," "seeks," "projects," "targets," and "would," and
their opposites and similar expressions are intended to identify
forward-looking statements. Such forward-looking statements are
based on the beliefs of management as well as assumptions made by
and information currently available to management. Actual results
could differ materially from those contemplated by the
forward-looking statements as a result of certain factors,
including, but not limited to, market and other conditions; the
satisfaction of customary closing conditions related to the
registered direct offering and concurrent private placement; delays
in planned clinical trials; the ability to establish that potential
products are efficacious or safe in preclinical or clinical trials;
the ability to establish or maintain collaborations on the
development of therapeutic candidates; the ability to obtain
appropriate or necessary governmental approvals to market potential
products; the ability to obtain future funding for developmental
products and working capital and to obtain such funding on
commercially reasonable terms; the Company's ability to manufacture
product candidates on a commercial scale or in collaborations with
third parties; changes in the size and nature of competitors; the
ability to retain key executives and scientists; and the ability to
secure and enforce legal rights related to the Company's products,
including patent protection. A discussion of these and other
factors, including risks and uncertainties with respect to the
Company, is set forth in the Company's filings with the SEC,
including its annual report on Form 10-K filed with the Securities
and Exchange Commission on March 13,
2018, as may be supplemented or amended by the Company's
Quarterly Reports on Form 10-Q. The Company disclaims any intention
or obligation to revise any forward-looking statements, whether as
a result of new information, future events or otherwise, except as
required by law.
Investor Contact:
Robert Clarke,
CEO
|
William Duke,
CFO
|
(781)
357-2333
|
(781)
357-2333
|
rclarke@pulmatrix.com
|
wduke@pulmatrix.com
|
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SOURCE Pulmatrix, Inc.