Filed Pursuant to Rule 424(b)(5)
Registration No. 333-235945
PROSPECTUS SUPPLEMENT
(To Prospectus dated
January 29, 2020)
30,000,000 Shares of Common Stock
Pre-Funded Warrants to Purchase up to 18,000,000 Shares of Common Stock
Warrants to Purchase up to 48,000,000 Shares of Common Stock
Up to 66,000,000 Shares of Common Stock underlying such Pre-Funded Warrants and Warrants
We are offering 30,000,000 shares of our common stock, par value $0.001 per share (the Common Stock),
pre-funded warrants (the Pre-Funded Warrants) to purchase up to 18,000,000 shares of Common Stock and warrants (the Common Warrants and,
collectively with the Pre-Funded Warrants, the Warrants) to purchase up to 48,000,000 shares of Common Stock. The shares of Common Stock and Common Warrants will be sold in units, with each unit
consisting of one share of Common Stock and a Common Warrant to purchase one share of Common Stock. The Common Warrants will have an initial exercise price of $0.2554 per share and will be exercisable upon the sixth-month anniversary of issuance for
a five-year period. Each unit will be sold at a negotiated price of $0.25 and will be issued directly to a single institutional investor pursuant to this prospectus supplement, the accompanying prospectus and a securities purchase agreement. The
shares of Common Stock and Common Warrants are immediately separable and will be issued separately. The Pre-Funded Warrants and accompanying Common Warrants are identical to the units, except that each Pre-Funded Warrant is immediately exercisable for one share of Common Stock at an exercise price of $0.0001, the purchase price for a Pre-Funded Warrant and accompanying
Common Warrant is $0.2499 and the Pre-Funded Warrants do not expire until exercised and are valid until exercised in full.
Our Common Stock is listed on The Nasdaq Capital Market under the symbol ATHX. The last sale price of our Common Stock on
August 12, 2022, as reported by The Nasdaq Capital Market, was $0.2554 per share. There is no established public trading market for the Pre-Funded Warrants or Common Warrants and we do not expect a market
to develop. Without an active trading market, the liquidity of the Pre-Funded Warrants and Common Warrants will be limited. In addition, we do not intend to have the
Pre-Funded Warrants or Common Warrants admitted to trading on The Nasdaq Capital Market or listed on any other national securities exchange or any other trading system.
Investing in any of our securities involves risk. Please read carefully the section entitled Risk
Factors beginning on page S-4 of this prospectus supplement and page 1 of the accompanying prospectus.
We have retained A.G.P./Alliance Global Partners (A.G.P. or the Placement Agent) to act as our exclusive placement agent
in connection with the securities offered by this prospectus supplement. A.G.P. is not purchasing or selling any of these securities nor is it required to sell any specific number or dollar amount of securities, but has agreed to use its reasonable
best efforts to sell the securities offered by this prospectus supplement. We have agreed to pay A.G.P. a cash fee equal to 7.0% of the aggregate gross proceeds raised in this offering as set forth in the table below.
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Per Unit |
|
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Per Pre-Funded Warrant and Accompanying Warrant |
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Total |
|
Public offering price |
|
$ |
0.25 |
|
|
$ |
0.2499 |
|
|
$ |
11,998,200 |
|
Placement agent fees(1) |
|
$ |
0.0175 |
|
|
$ |
0.017493 |
|
|
$ |
839,874 |
|
Proceeds, before expenses, to us(2) |
|
$ |
0.2325 |
|
|
$ |
0.232407 |
|
|
$ |
11,158,326 |
|
(1) |
We have also agreed to reimburse A.G.P. for certain of its offering-related expenses and pay A.G.P. a non-accountable expense allowance equal to $75,000. See Plan of Distribution beginning on page S-9 of this prospectus supplement for additional information
regarding placement agent fees and estimated offering expenses. |
(2) |
The amount of the offering proceeds to us presented in this table does not give effect to any exercise of the Pre-Funded Warrants or Common Warrants being issued in this offering. |
Delivery of the
securities offered pursuant to this prospectus supplement and the accompanying prospectus is expected to be made on or about August 17, 2022, subject to the satisfaction of certain closing conditions.
Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or
determined if this prospectus supplement or the accompanying prospectus is truthful or complete. Any representation to the contrary is a criminal offense.
Sole Placement
Agent
A.G.P.
The
date of this prospectus supplement is August 15, 2022.