Pulse Biosciences Announces $65 Million Private Placement
May 01 2023 - 8:00AM
Business Wire
Pulse Biosciences, Inc. (Nasdaq: PLSE), a company leveraging its
novel and proprietary nanosecond pulsed field ablation (nsPFA™)
technology and proprietary CellFX System® for the treatment of
atrial fibrillation, today announced that it has entered into a
stock purchase agreement with Robert W. Duggan, an experienced life
sciences executive and the Company's Executive Chairman, for the
purchase of 10,022,937 shares of the Company's common stock at a
price of $6.51 per share, a greater than 1% premium over the last
reported sale price of the Company's common stock on April 28,
2023, the immediately preceding trading day. Upon the closing of
this private placement and sale of these securities, all
indebtedness owed by the Company to Mr. Duggan, including the
principal balance of $65.0 million and accrued and unpaid interest
of approximately $0.25 million, will be cancelled as consideration
for the shares.
"Upon closing, this transaction eliminates our debt and this
capital will strengthen our balance sheet to provide us greater
flexibility to develop both our nsPFA cardiac ablation catheter and
cardiac ablation clamp devices," said Kevin P. Danahy, Chief
Executive Officer of Pulse Biosciences. "We appreciate Bob’s
continued support and leadership. He is a remarkable supporter of
our team, technology and mission. We are committed to delivering
the clinically differentiated benefits of nsPFA technology for the
betterment of as many patients as possible."
Mr. Duggan, who beneficially owns approximately 62% of the
Company, will become the beneficial owner of approximately 69% of
the Company after giving effect to the private placement.
No warrants will be provided, or other discounts given, to Mr.
Duggan in the private placement. At the time of Mr. Duggan’s
original loan to the Company in September 2022, the Company’s stock
was trading under $1.50 per share. The private placement is being
facilitated directly by the Company. Therefore, no investment
banking or placement fees are being incurred by the Company. The
private placement is expected to close on or about May 8, 2023,
subject to the satisfaction of customary preclosing conditions.
This announcement is neither an offer to sell nor a solicitation
to buy any securities, nor shall there be any offer, solicitation
or sale of any securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such
jurisdiction.
The shares of common stock being issued in the private placement
have not been registered under the Securities Act of 1933, as
amended (the "Act"), or any state securities laws, and unless so
registered, may not be offered or sold in the United States except
pursuant to an exemption from the registration requirements of the
Act and applicable state laws.
About Pulse Biosciences®
Pulse Biosciences is a novel bioelectric medicine company
committed to health innovation that has the potential to improve
the quality of life for patients. The Company’s proprietary
Nanosecond Pulsed Field Ablation (nsPFA™) technology, a type of
Nano-pulse Stimulation or NPS technology, delivers nano-second
pulses of electrical energy to non-thermally clear cells while
sparing adjacent non-cellular tissue. The Company is actively
pursuing the development of its nsPFA technology for use in
electrophysiology and the treatment of atrial fibrillation as well
as a select few other opportunities currently served by alternative
established ablation procedures. Visit pulsebiosciences.com to
learn more.
Pulse Biosciences, CellFX, Nano-pulse Stimulation, NPS, nsPFA
and the stylized logos are among the trademarks and/or registered
trademarks of Pulse Biosciences, Inc. in the United States and
other countries.
Forward-Looking Statements
All statements in this press release that are not historical are
forward-looking statements, including, among other things,
statements relating to the expected completion of the announced
private placement of securities, statements concerning the
Company’s ability to fund its development activities without
incurring additional debt, statements concerning the effectiveness
of the Company’s nsPFA technology and CellFX System to
non-thermally clear cells while sparing adjacent non-cellular
tissue, statements concerning the Company’s expected product
development efforts, statements concerning customer adoption and
future use of the CellFX System to address a range of conditions
such as atrial fibrillation, statements about the Company’s future
financing opportunities and operating expenses, and Pulse
Biosciences’ expectations, whether stated or implied, regarding
whether the Company’s nsPFA technology will become a disruptive
treatment option for treating cardiac arrhythmias and whether
future clinical studies will show the CellFX System is safe and
effective to treat atrial fibrillation or any other medical
condition, and other future events. These statements are not
historical facts but rather are based on Pulse Biosciences’ current
expectations, estimates, and projections regarding Pulse
Biosciences’ business, operations and other similar or related
factors. Words such as “may,” “will,” “could,” “would,” “should,”
“anticipate,” “predict,” “potential,” “continue,” “expects,”
“intends,” “plans,” “projects,” “believes,” “estimates,” and other
similar or related expressions are used to identify these
forward-looking statements, although not all forward-looking
statements contain these words. You should not place undue reliance
on forward-looking statements because they involve known and
unknown risks, uncertainties, and assumptions that are difficult or
impossible to predict and, in some cases, beyond Pulse Biosciences’
control. Actual results may differ materially from those in the
forward-looking statements as a result of a number of factors,
including those described in Pulse Biosciences’ filings with the
Securities and Exchange Commission. Pulse Biosciences undertakes no
obligation to revise or update information in this release to
reflect events or circumstances in the future, even if new
information becomes available.
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version on businesswire.com: https://www.businesswire.com/news/home/20230501005306/en/
Pulse Biosciences Kevin Danahy, Chief Executive Officer
510.241.1077 IR@pulsebiosciences.com
or Gilmartin Group Philip Trip Taylor 415.937.5406
philip@gilmartinir.com
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