Statera Biopharma, Inc. (NASDAQ: STAB) (the “Company” or “Statera
Biopharma”), a leading biopharmaceutical company creating
next-generation immune therapies that focus on immune restoration
and homeostasis, today announced the closing of its previously
announced underwritten public offering of 12,555,555 units
(“Units”), at a price to the public of $0.45 per Unit for aggregate
gross proceeds of approximately $5.7 million, prior to deducting
underwriting discounts, commissions, and other estimated offering
expenses. Each Unit consists of one share of common stock, par
value $0.005 per share (the “Common Stock”), one warrant with a
one-year term to purchase one share of Common Stock at an exercise
price of $0.45 per share (the “One-Year Warrants”), and one warrant
with a five-year term to purchase one share of our Common Stock at
an exercise price of $0.5625 per share (the “Five-Year Warrants”).
The shares of Common Stock, the One-Year Warrants, and the
Five-Year Warrants are immediately separable and will be issued
separately and uncertificated. In connection with the offering, the
underwriters have partially exercised their option to purchase an
additional 1,883,333 One-Year Warrants and 1,883,333 Five-Year
Warrants at the public offering price of $0.01 per One-Year Warrant
and $0.01 per Five-Year Warrant, less the underwriting discount per
warrant, solely to cover over-allotments, if any.
In addition, the Company has granted the
underwriters a 45-day option to purchase up to an additional
1,883,333 shares of Common Stock at the public offering price of
$0.43 per share less the underwriting discount per share, solely to
cover over-allotments, if any.
EF Hutton, division of Benchmark Investments,
LLC, acted as sole book-running manager for the offering.
The securities described above were issued by
the Company pursuant to a "shelf" registration statement on Form
S-3 (File No. 333-238578) filed with the Securities and Exchange
Commission (SEC) and declared effective by the SEC on May 29, 2020,
and the accompanying prospectus contained therein.
Anthony L.G., PLLC acted as legal counsel to
Statera Biopharma, Inc. and Carmel, Milazzo & Feil LLP acted as
legal counsel to EF Hutton for the offering. Bridgeway Capital
Partners, LLC acted as the Company’s financial advisor.
The offering was made only by means of a
prospectus supplement and accompanying prospectus. The final
prospectus supplement and accompanying base prospectus relating to
the securities being offered in the offering were filed with the
SEC on March 23, 2022.
Copies of the prospectus supplement and the
accompanying prospectus relating to this offering may be obtained,
when available, on the SEC’s website at http://www.sec.gov or by
contacting EF Hutton, division of Benchmark Investments, LLC
Attention: Syndicate Department, 590 Madison Avenue, 39th Floor,
New York, NY 10022, by email at syndicate@efhuttongroup.com, or by
telephone at (212) 404-7002.
This press release shall not constitute an offer
to sell or the solicitation of an offer to buy any of the
securities described herein, 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 Statera Biopharma
Statera Biopharma, Inc. (formerly Cytocom, Inc.)
is a clinical-stage biopharmaceutical company developing novel
immunotherapies targeting autoimmune, neutropenia/anemia, emerging
viruses and cancers based on a proprietary platform designed to
rebalance the body’s immune system and restore homeostasis. Statera
Biopharma has a large platform of toll-like receptor (TLR) agonists
with TLR4 and TLR9 antagonists, and the TLR5 agonists, Entolimod
and GP532. TLRs are a class of protein that plays a key role in the
innate immune system. Statera Biopharma is developing therapies
designed to directly elicit within patients a robust and durable
response of antigen-specific killer T-cells and antibodies, thereby
activating essential immune defenses against autoimmune,
inflammatory, infectious diseases, and cancers. Statera Biopharma
has clinical programs for Crohn’s disease (STAT-201), hematology
(Entolimod), pancreatic cancer (STAT-401) and COVID-19 (STAT-205)
in addition to potential expansion into fibromyalgia and multiple
sclerosis. To learn more about Statera Biopharma, please visit
www.staterabiopharma.com.
Forward-Looking Statements
This press release contains forward-looking
statements that involve risks and uncertainties. All statements
other than statements of current or historical fact contained in
this press release, including statements regarding the Company’s
expected clinical development timeline for the Company’s product
candidates, future financial position, business strategy, new
products, budgets, liquidity, cash flows, projected costs,
regulatory approvals, the impact of any laws or regulations
applicable to the Company, and plans and objectives of management
for future operations, are forward-looking statements. The words
“anticipate,” “believe,” “continue,” “should,” “estimate,”
“expect,” “intend,” “may,” “plan,” “project,” “will,” and similar
expressions, as they relate to us, are intended to identify
forward-looking statements. We have based these forward-looking
statements on the current expectations about future events held by
management. While we believe these expectations are reasonable,
such forward-looking statements are inherently subject to risks and
uncertainties, many of which are beyond the Company’s control. The
Company’s actual future results may differ materially from those
discussed here for various reasons. The Company discusses many of
these risks under the heading “Risk Factors” in the proxy
statement/prospectus filed with the SEC on June 10, 2021, as
updated by the Company’s other filings with the SEC.
Given these uncertainties, you should not place
undue reliance on these forward-looking statements. The
forward-looking statements included in this press release are made
only as of the date hereof. We do not undertake any obligation to
update any such statements or to publicly announce the results of
any revisions to any of such statements to reflect future events or
developments.
Contacts:
Statera BiopharmaNichol Ochsner
Executive V.P. Investor Relations and Corporate Communications(732)
754-2545nichol.ochsner@staterabiopharma.com
FINN PartnersGlenn Silver
(Media)(973) 818-8198glenn.silver@finnpartners.com
FINN PartnersDavid Carey
(IR)(212) 867-1768David.carey@finnpartners.com
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