Aditxt Announces $10.0 Million Private Placement Priced At-The-Market under Nasdaq Rules
31 Agosto 2023 - 8:00PM
Business Wire
Aditxt, Inc. (NASDAQ: ADTX) ("Aditxt" or the "Company"), an
innovation company developing and commercializing technologies with
a focus on monitoring and modulating the immune system, today
announced that it has entered into definitive agreements for the
purchase and sale of an aggregate of 1,000,000 shares of common
stock (or pre-funded warrant in lieu thereof) at a purchase price
of $10.00 per share (or pre-funded warrant in lieu thereof) and
accompanying warrant, in a private placement priced at-the-market
under Nasdaq rules. Each share of common stock (or pre-funded
warrant in lieu thereof) is being offered in the offering together
with warrants to purchase one share of common stock at an exercise
price of $10.00 per share. The warrants will be exercisable
immediately upon issuance and expire five and one-half years from
the date of issuance. The private placement is expected to close on
or about September 5, 2023, subject to the satisfaction of
customary closing conditions.
H.C. Wainwright & Co. is acting as the exclusive placement
agent for the offering.
The gross proceeds from the offering are expected to be $10.0
million, prior to deducting placement agent’s fees and other
offering expenses payable by Aditxt. Aditxt intends to use the net
proceeds from the offering for working capital and other general
corporate purposes.
The securities described above are being offered in a private
placement under Section 4(a)(2) of the Securities Act of 1933, as
amended (the “Securities Act”), and/or Regulation D promulgated
thereunder and, along with the shares of common stock underlying
the warrants, have not been registered under the Securities 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 Securities Act and such applicable state
securities laws.
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy these securities, nor shall there
be any sale of these securities in any state or other jurisdiction
in which such offer, solicitation or sale would be unlawful prior
to the registration or qualification under the securities laws of
any such state or other jurisdiction.
About Aditxt
Aditxt,® Inc. (NASDAQ: ADTX) is a global innovation company
focused on therapeutics and technologies that monitor and modulate
the immune system. Aditxt’s mission of "Making Promising
Innovations Possible, Together" is defined by our growing ecosystem
of research institutions, global industry partners and shareholders
who inform and inspire our mission. Aditxt’s diverse innovation
portfolio includes: Adimune, Inc.™, developing and designing a new
class of therapeutics for retraining the immune system to address
organ rejection, autoimmunity, and allergies; Adivir, Inc.™,
focused on identifying, developing and commercializing new ways to
treat infectious diseases; and Pearsanta, Inc.™, which offers
personalized immune monitoring intended to be informative for a
wide range of health conditions, including hereditary cancer,
wounds and cardiomyopathy.
Forward-Looking Statements
Certain statements in this press release constitute
"forward-looking statements" within the meaning of federal
securities laws. Forward-looking statements include statements
regarding, the ability of the Company to consummate the private
placement, the satisfaction of the closing conditions of the
private placement and the use of proceeds therefrom; the Company's
intentions, beliefs, projections, outlook, analyses or current
expectations concerning, among other things, the Company's ongoing
and planned product and business development; the Company’s ability
to finance and execute on its strategic M&A initiatives; the
Company's intellectual property position; the Company's ability to
develop commercial functions; expectations regarding product launch
and revenue; the Company's results of operations, cash needs,
spending, financial condition, liquidity, prospects, growth and
strategies; the industry in which the Company operates; and the
trends that may affect the industry or the Company. Forward-looking
statements are not guarantees of future performance and actual
results may differ materially from those indicated by these
forward-looking statements as a result of various important
factors, as well as market and other conditions and those risks
more fully discussed in the section titled "Risk Factors" in the
Company's most recent Annual Report on Form 10-K, as well as
discussions of potential risks, uncertainties, and other important
factors in the Company's other filings with the Securities and
Exchange Commission. All such statements speak only as of the date
made, and the Company undertakes no obligation to update or revise
publicly any forward-looking statements, whether as a result of new
information, future events or otherwise, except as required by
law.
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Investor and Media Contact IR@Aditxt.com
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