PITTSBURGH, Oct. 25,
2023 /PRNewswire/ -- Lipella Pharmaceuticals Inc.
(Nasdaq: "LIPO") ("Lipella," "our," "us" or the "Company"), a
clinical-stage biotechnology company addressing serious diseases
with significant unmet need, today announced the closing of its
previously announced private placement transaction, priced
at-the-market under Nasdaq rules, for the purchase and sale of
pre-funded warrants to purchase up to an aggregate of 1,315,790
shares and warrants to purchase up to an aggregate of 1,315,790
shares. The purchase price for each pre-funded warrant and
accompanying warrant is $1.519.
H.C. Wainwright & Co. acted as the exclusive placement agent
for the offering.
The warrants have an exercise price of $1.40 per share, are immediately exercisable upon
issuance, and will expire three years from the date of
issuance.
The gross proceeds to Lipella from the private placement are
approximately $2 million, before
deducting the placement agent's fees and other offering expenses
payable by the Company. The Company intends to use the net proceeds
for working capital and for general corporate purposes.
The offer and sale of the securities described above were
offered in a private placement under Section 4(a)(2) of the
Securities Act of 1933, as amended (the "Act"), and Regulation D
promulgated thereunder, and such securities, along with the shares
of common stock underlying the warrants and pre-funded warrants,
have not been registered under the Act, or applicable state
securities laws. Accordingly, the securities issued in the private
placement and the shares of common stock underlying the warrants
and pre-funded warrants, 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.
The Company has agreed to file an initial registration statement
with the Securities and Exchange Commission ("SEC") covering the
resale of the shares of common stock underlying the warrants and
pre-funded warrants, no later than seven business days following
the date of the relevant definitive agreements and to have the
registration statement declared effective no later than 75 days
following the date of the relevant definitive agreements in the
event of a "full review" by the SEC.
This press release does 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 other jurisdiction in which such an offer, solicitation or
sale would be unlawful prior to registration or qualification under
the securities laws of any such state or other jurisdiction.
About Lipella Pharmaceuticals
Lipella is a clinical-stage biotechnology company focused on
developing new drugs by reformulating the active agents in existing
generic drugs and optimizing these reformulations for new
applications. Additionally, Lipella maintains a therapeutic focus
on diseases with significant, unaddressed morbidity and mortality
where no approved drug therapy currently exists. Lipella completed
its initial public offering in December 2022. For more
information, please
visit www.lipella.com or LinkedIn.
Forward-Looking Statements
This press release includes certain "forward-looking
statements." All statements, other than statements of historical
fact, included in this press release regarding, among other things,
the use of net proceeds from the private placement, as well as our
strategy, future operations, financial position, prospects,
pipeline and opportunities, sources of growth, successful
implementation of our proprietary technology, plans and objectives
are forward-looking statements. Forward-looking statements can be
identified by words such as "may," "will," "could," "continue,"
"would," "should," "potential," "target," "goal," "anticipates,"
"intends," "plans," "seeks," "believes," "estimates," "predicts,"
"expects," "projects" and similar references to future periods.
Forward-looking statements are based on our current expectations
and assumptions regarding future events and financial trends that
we believe may affect among other things, market and other
conditions, our financial condition, results of operations,
business strategy, short- and long-term business operations and
objectives, and financial needs. Because forward-looking statements
relate to the future, they are subject to inherent uncertainties,
risks and changes in circumstances that are difficult to predict.
Our actual results may differ materially from those contemplated by
the forward-looking statements. We caution you, therefore, against
relying on any of these forward-looking statements. They are
neither statements of historical fact nor guarantees or assurances
of future performance. There are risks, uncertainties and other
factors, both known and unknown, that could cause actual results to
differ materially from those in the forward-looking statements
which include, but are not limited to, risks related to the
effective application of the use of proceeds from the private
placement, general capital market risks, regional, national or
global political, economic, business, competitive, market and
regulatory conditions, and other factors. Any forward-looking
statement made by us is based upon the reasonable judgment of our
management at the time such statement is made and speaks only as of
the date on which it is made. Factors or events that could cause
our actual results to differ may emerge from time to time, and it
is not possible for us to predict all of them. We undertake no
obligation to update any forward-looking statement, whether as a
result of new information, future developments or otherwise, except
as may be required by applicable law. Nothing contained herein is,
or shall be relied upon as, a promise or representation as to the
past or future. In addition, the information contained in this
press release is as of the date hereof, and the Company has no
obligation to update such information, including in the event that
such information becomes inaccurate. You should not construe the
contents of this press release as legal, tax and financial advisors
as to legal and related matters concerning the matters described
herein.
CONTACT
Dr. Jonathan
Kaufman, CEO
Lipella Pharmaceuticals
Info@Lipella.com
1-412-894-1853
Jeff Ramson
PCG Advisory
jramson@pcgadvisory.com
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SOURCE Lipella Pharmaceuticals Inc.