Baudax Bio Announces $2.0 Million Registered Direct Offering Priced At-the-Market Under Nasdaq Rules
May 17 2022 - 7:00PM
Baudax Bio, Inc. (NASDAQ:BXRX) (the “Company”), a pharmaceutical
company focused on innovative products for acute care settings,
today announced that it has entered into a definitive agreement
with certain institutional investors for the issuance and sale of
1,646,091 shares of its common stock, at a purchase price of $1.215
per share, in a registered direct offering priced at-the-market
under Nasdaq rules. The Company also agreed to issue to the
investors, in a concurrent private placement, unregistered warrants
to purchase up to 1,646.091 shares of its common stock.
H.C. Wainwright & Co. is acting as the
exclusive placement agent for the offering.
The warrants have an exercise price of $1.09 per
share, will be exercisable immediately upon issuance and will
expire five years from the date of issuance. The closing of the
offering is expected to occur on or about May 19, 2022, subject to
the satisfaction of customary closing conditions.
The gross proceeds from the offering are
expected to be approximately $2.0 million before deducting
placement agent fees and other offering expenses. Baudax Bio
currently intends to use the net proceeds from the offering for the
commercialization of ANJESO®, pipeline development activities and
general corporate purposes.
The shares of common stock described above (but
not the warrants or shares of common stock underlying the warrants)
are being offered by the Company in a registered direct offering
pursuant to an effective “shelf” registration statement on Form S-3
(Registration No. 333-253117), including an accompanying base
prospectus previously filed with the Securities and Exchange
Commission (the “SEC”) on February 16, 2021 which became effective
on September 2, 2021. The offering of such shares of common stock
is being made only by means of a prospectus supplement that forms a
part of the registration statement. A final prospectus supplement
and the accompanying base prospectus relating to the registered
direct offering will be filed with the SEC and will be available on
the SEC’s website located at http://www.sec.gov. Electronic copies
of the prospectus supplement and the accompanying base prospectus
may also be obtained, when available, by contacting H.C. Wainwright
& Co., LLC at 430 Park Avenue, 3rd Floor, New York, NY 1002, by
phone at (212) 856-5711 or e-mail at placements@hcwco.com.
The warrants described above were offered in a
private placement under Section 4(a)(2) of the Securities Act of
1933, as amended (the “Act”) and, along with the shares of common
stock underlying the warrants, have not been registered under the
Act, or applicable state securities laws. Accordingly, the warrants
and underlying shares of common stock may not be offered or sold in
the United States except pursuant to an effective registration
statement or an applicable exemption from the registration
requirements of the Act and such applicable state securities
laws.
This press release shall not constitute an offer
to sell or the solicitation of an offer to buy, nor shall there be
any sale of these securities in any state or 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 jurisdiction.
About Baudax Bio
Baudax Bio is a pharmaceutical company focused
on innovative products for acute care settings. ANJESO is the first
and only 24-hour, intravenous (IV) COX-2 preferential non-steroidal
anti-inflammatory (NSAID) for the management of moderate to severe
pain. In addition to ANJESO, Baudax Bio has a pipeline of other
innovative pharmaceutical assets including two novel neuromuscular
blocking agents (NMBs) and a proprietary chemical reversal agent
specific to these NMBs. For more information, please
visit www.baudaxbio.com.
Forward Looking Statements
This press release contains forward-looking
statements that involve risks and uncertainties. Such
forward-looking statements reflect Baudax Bio’s expectations about
its future performance and opportunities that involve substantial
risks and uncertainties. When used herein, the words “anticipate,”
“believe,” “estimate,” “may,” “upcoming,” “plan,” “target,” “goal,”
“intend,” and “expect,” and similar expressions, as they relate to
Baudax Bio or its management, are intended to identify such
forward-looking statements. Forward-looking statements may include,
without limitation, statements regarding the expected completion
and use of proceeds of the offering. These forward-looking
statements are based on information available to Baudax Bio as of
the date of publication on this internet site, including statements
relating to the expected completion and use of proceeds of the
registered direct offering, and are subject to a number of risks,
uncertainties, and other factors that could cause Baudax Bio’s
performance to differ materially from those expressed in, or
implied by, these forward-looking statements. These risks and
uncertainties include, among other things, risks related to market
and other conditions, the ongoing economic and social consequences
of the COVID-19 pandemic, Baudax Bio’s ability to advance its
current product candidate pipeline through pre-clinical studies and
clinical trials, Baudax Bio’s ability to raise future financing for
continued development of its product candidates such as BX1000,
BX2000 and BX3000, Baudax Bio’s ability to pay its debt and satisfy
conditions necessary to access future tranches of debt, Baudax
Bio’s ability to comply with the financial and other covenants
under its credit facility, Baudax Bio’s ability to manage costs and
execute on its operational and budget plans, Baudax Bio’s ability
to achieve its financial goals; and Baudax Bio’s ability to obtain,
maintain and successfully enforce adequate patent and other
intellectual property protection. These forward-looking statements
should be considered together with the risks and uncertainties that
may affect Baudax Bio’s business and future results included in
Baudax Bio’s filings with the Securities and Exchange Commission at
www.sec.gov. These forward-looking statements are based on
information currently available to Baudax Bio, and Baudax Bio
assumes no obligation to update any forward-looking statements
except as required by applicable law.
CONTACT:
Investor Relations Contact:Argot PartnersSam Martin / Kaela
Ilami(212) 600-1902baudaxbio@argotpartners.com
Media Contact:Argot PartnersDavid Rosen(212)
600-1902david.rosen@argotpartners.com
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