22nd Century Announces Pricing of $5.25 Million Public Offering
October 17 2023 - 9:15AM
22nd Century Group, Inc. (Nasdaq: XXII) (the
“Company”), a leading biotechnology company dedicated to
improving health with reduced nicotine tobacco, hemp/cannabis and
hops advanced plant technologies, today announced the pricing of
its previously announced public offering of 10,000,000 shares of
its common stock (or common stock equivalents in lieu thereof) and
warrants to purchase up to 20,000,000 shares of common stock, at a
combined public offering price of $0.525 per share (or common stock
equivalent in lieu thereof) and accompanying warrants. The warrants
have an exercise price of $0.525 per share, are immediately
exercisable and will expire five years following the date of
issuance. The offering is expected to close on or about October 19,
2023, subject to the satisfaction of customary closing conditions.
The Special Equities Group, a division of Dawson
James Securities, Inc., is acting as the sole placement agent for
this offering.
The gross proceeds from the offering to the
Company are expected to be approximately $5.25 million, before
deducting placement agent’s fees and other offering expenses
payable by the Company. The Company expects to use the net proceeds
of the offering for general corporate purposes.
The securities described above are being offered
by the Company pursuant to a shelf registration statement on Form
S-3 (File No. 333-270473) previously filed with the Securities and
Exchange Commission (“SEC”) and declared effective by the SEC on
March 31, 2023. The offering is being made only by means of a
prospectus, including a prospectus supplement, forming a part of
the effective shelf registration statement. A final prospectus
supplement and accompanying prospectus relating to the securities
being offered will be filed with the SEC. Copies of the final
prospectus supplement and accompanying prospectus may be obtained,
when available, for free by visiting EDGAR on the SEC’s website at
www.sec.gov. Alternatively, you may contact Dawson James
Securities, Inc. at its corporate headquarters at 101 North Federal
Highway, Suite 600, Boca Raton, FL 33432, (561) 391-5555.
This press release shall not constitute an offer
to sell or the solicitation of any offer to buy the securities
discussed herein, nor shall there be any offer, solicitation, or
sale of the securities in any state or other jurisdiction in which
such offer, solicitation, or sale would be unlawful prior to
registration or qualification under the securities laws of any such
state or other jurisdiction.
About 22nd Century Group,
Inc.
22nd Century Group, Inc. (Nasdaq: XXII) is
a leading biotechnology company dedicated to improving health with
reduced nicotine tobacco, hemp/cannabis and hops advanced plant
technologies. With dozens of patents allowing it to control
nicotine biosynthesis in the tobacco plant, the Company has
developed proprietary reduced nicotine content (RNC) tobacco plants
and cigarettes, which have become the cornerstone of the FDA’s
Comprehensive Plan to address the widespread death and disease
caused by smoking. The Company received the first and only FDA
Modified Risk Tobacco Product (MRTP) authorization for a
combustible cigarette in December 2021. In tobacco, hemp/cannabis
and hop plants, 22nd Century uses modern plant breeding
technologies, including genetic engineering, gene-editing, and
molecular breeding to deliver solutions for the life science and
consumer products industries by creating new, proprietary plants
with optimized alkaloid and flavonoid profiles as well as improved
yields and valuable agronomic traits.
Learn more at xxiicentury.com,
on Twitter, on LinkedIn, and on YouTube.
Cautionary Note Regarding Forward-Looking
Statements
Except for historical information, all of the
statements, expectations, and assumptions contained in this press
release are forward-looking statements within the meaning of
federal securities laws. Forward-looking statements typically
contain terms such as “anticipate,” “believe,” “consider,”
“continue,” “could,” “estimate,” “expect,” “explore,” “foresee,”
“goal,” “guidance,” “intend,” “likely,” “may,” “plan,” “potential,”
“predict,” “preliminary,” “probable,” “project,” “promising,”
“seek,” “should,” “will,” “would,” and similar expressions. 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 might differ materially from those
explicit or implicit in forward-looking statements as a result of
certain factors, including but not limited to, the satisfaction of
the closing conditions; prevailing market conditions; the
anticipated use of the proceeds of the offering which could change
as a result of market conditions or for other reasons; our history
of loss and negative cash flows, the substantial doubt about our
ability to continue as a going concern, our need for additional
capital and our ability to satisfy our debt covenants. A discussion
of these and other factors, including risks and uncertainties with
respect to the Company, is set forth in “Risk Factors” in the
Company’s Annual Report on Form 10-K filed on March 9, 2023, as
amended on March 28, 2023, as may be supplemented or amended by the
Company’s Quarterly Reports on Form 10-Q, and in the final
prospectus supplement and accompanying prospectus relating to this
offering to be filed with the SEC. All information provided in this
release is as of the date hereof, and the Company assumes no
obligation to and does not intend to update these forward-looking
statements, except as required by law.
Investor Relations & Media Contact
Matt KrepsInvestor Relations22nd Century
Groupmkreps@xxiicentury.com214-597-8200
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