Compliance with Nasdaq Listing Rule 5550(b)(1)
As of June 30, 2023, Benitec Biopharma Inc. (the “Company”) was not in compliance with The Nasdaq Stock Market LLC’s (“Nasdaq”) Listing Rule 5550(b)(1) because, as reported by the Company in its Annual Report on Form 10-K for the fiscal year ended June 30, 2023 (the “Form 10-K”), its stockholders’ equity as of such date was below the minimum stockholders’ equity requirement of $2,500,000 (the “Stockholders’ Equity Requirement”).
However, as disclosed in Note 15. Subsequent Events to the consolidated financial statements included in the Form 10-K, on August 11, 2023, the Company consummated the Offering (as described below) resulting in net proceeds to the Company from the Offering of approximately $28.6 million, after deducting underwriting discounts and commissions and other Offering expenses, and excluding any proceeds the Company may receive upon exercise of the Pre-Funded Warrants or the Common Warrants (as described below).
As a result of the Offering, the Company regained compliance with Nasdaq Listing Rule 5550(b)(1).
The Company understands that Nasdaq will continue to monitor the Company’s ongoing compliance with the Stockholders’ Equity Requirement. If, at the time of its next periodic report, the Company does not evidence compliance with the Stockholders’ Equity Requirement, the Company may be subject to delisting.
August 2023 Underwritten Offering
As previously reported, on August 11, 2023, the Company consummated an underwritten public offering (the “Offering”) in which the Company sold (i) 875,949 shares of its common stock, par value $0.0001 per share (the “Common Stock”), (ii) 15,126,226 pre-funded warrants (the “Pre-Funded Warrants”) to purchase 15,126,226 shares of Common Stock and (iii) 16,002,175 common warrants (the “Common Warrants”) to purchase up to 16,002,175 shares of Common Stock, with each Common Warrant accompanying each issued share of Common Stock and/or Pre-Funded Warrant. The combined purchase price for each share of Common Stock and accompanying Common Warrant was $1.93, which was allocated as $1.9299 per share of Common Stock and $0.0001 per Common Warrant. The combined purchase price for each Pre-Funded Warrant and accompanying Common Warrant was $1.9299, which was allocated as $1.9298 per Pre-Funded Warrant and $0.0001 per Common Warrant. The net proceeds to the Company from the Offering were approximately $28.6 million, after deducting underwriting discounts and commissions and other Offering expenses, and excluding any proceeds the Company may receive upon exercise of the Pre-Funded Warrants or the Common Warrants.
The shares of Common Stock, Pre-Funded Warrants and Common Warrants were offered by the Company pursuant to the Registration Statement on Form S-1 (File No. 333-273177), which was initially filed with the Securities and Exchange Commission (the “Commission”) on July 7, 2023, amended on July 31, 2023, August 3, 2023 and August 7, 2023 and declared effective by the Commission on August 8, 2023.