ROCKVILLE, Md., Feb. 13,
2024 /PRNewswire/ -- Shuttle Pharmaceuticals
Holdings, Inc. (Nasdaq: SHPH) ("SHPH" or the "Company"), a
discovery and development stage specialty pharmaceutical company
focused on improving the outcomes of cancer patients treated with
radiation therapy (RT), along with its wholly-owned subsidiary,
Shuttle Diagnostics, Inc., a Maryland corporation ("Diagnostics"), today
announced its intent to commence a Rights Offering where it plans
to raise up to $4.5 million through
the distribution of subscription rights and the exercise thereof,
which full rights will entitle existing SHPH stockholders to
purchase from the Company units (the "Units"), with each Unit
consisting of (i) one share of SHPH common stock, (ii) a warrant to
purchase one share of SHPH common stock exercisable at a per share
purchase price of $2.35 per share,
and (iii) a percentage of equity interest in Diagnostics. The Units
will be sold at a per Unit price equal to 90% of the VWAP of SHPH
common stock for the five trading days immediately preceding
closing.
SHPH has separately entered into a securities purchase agreement
with SRO LLC, a Nevada limited
liability company, pursuant to which SRO LLC agreed to commit to
purchasing from the Company $2.25
million of Units from the Company. In addition, in the event
the Company fails to raise a full $4.5
million in the Rights Offering, SRO LLC agreed to a backstop
commitment pursuant to which it would have the right to purchase
any remaining Units not purchased by existing SHPH stockholders in
the Rights Offering, up to an additional $2.25 million.
In conjunction with its entry into the Purchase Agreement, on
February 7, 2024, the Company entered
into a placement agent and advisory services agreement with
Boustead Securities, LLC ("BSL"), pursuant to which BSL and BSL's
affiliates will provide the Company with regular and customary
financial consulting advice and will act as placement agent, on a
best efforts basis, for the Rights Offering.
SHPH intends to file with the Securities and Exchange Commission
(the "Commission") a registration statement under the Securities
Act of 1933, as amended, in order to effect the Rights Offering,
which Rights Offering will be made to holders of SHPH common stock,
and other security holders having the right to participate, as of a
yet-to-be-determined record date. SHPH currently plans to fix a
record date following its filing of a registration statement on
Form S-1 registering the Rights Offering and after it completes the
requisite review process by the Commission's staff. At such
time, SHPH stockholders as of the record date will be notified of
their right to participate in the Rights Offering.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy nor will there be any sale of any
securities referred to in this press release 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 such state or jurisdiction. The Rights Offering,
when commenced, will be made only by means of a prospectus meeting
the requirements of the Securities Act of 1933, as amended.
About Shuttle Pharmaceuticals
Founded in 2012 by faculty members of the Georgetown
University Medical Center, Shuttle Pharmaceuticals is a
discovery and development stage specialty pharmaceutical company
focused on improving the outcomes for cancer patients treated with
radiation therapy (RT). Our mission is to improve the lives of
cancer patients by developing therapies that are designed to
maximize the effectiveness of RT while limiting the side effects of
radiation in cancer treatment. Although RT is a proven modality for
treating cancers, by developing radiation sensitizers, we aim to
increase cancer cure rates, prolong patient survival and improve
quality of life when used as a primary treatment or in combination
with surgery, chemotherapy and immunotherapy. For more information,
please visit our website at www.shuttlepharma.com.
Forward-Looking Statements
This press release contains "forward-looking statements" within
the meaning of Section 21E of the Securities Exchange Act of 1934,
as amended, and the Private Securities Litigation Reform Act of
1995. Forward-looking statements may relate to statements
concerning future results, strategy and plans of the Company
(including certain statements which may be identified by the use of
the words "plans," "expects," "does not expect," "estimated," "is
expected," "budget," "scheduled," "estimates," "forecasts,"
"intends," "anticipates," "does not anticipate" or "believes," or
variations of such words and phrases, or state that certain
actions, events or results "may," "could," "would," "might,"
"projects," "will," "will be taken," "occur" or "be achieved").
Forward-looking statements are based on the opinions and estimates
of management of the Company, as of the date such statements are
made, and they are subject to known and unknown risks,
uncertainties, assumptions and other factors that may cause the
actual results, performance or achievements to be materially
different from those expressed or implied by such forward-looking
statements. Additional information on these and other factors that
may cause actual results and the Company's performance to differ
materially is included in the Company's periodic reports filed with
the SEC, including, but not limited to the Company's Annual Report
on Form 10-K for the year ended December 31,
2022, and subsequent Quarterly Reports on Form 10-Q. Copies
of the Company's filings with the SEC are available publicly on the
SEC's website at www.sec.gov. Readers are cautioned not to place
undue reliance upon any forward-looking statements, which speak
only as of the date made. These forward-looking statements are made
only as of the date hereof, and the Company undertakes no
obligations to update or revise the forward-looking statements,
whether as a result of new information, future events or otherwise,
except as required by law.
Shuttle Pharmaceuticals
Anatoly Dritschilo, M.D., CEO
240-403-4212
info@shuttlepharma.com
Investor Contacts
Lytham Partners, LLC
Robert Blum
602-889-9700
shph@lythampartners.com
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SOURCE Shuttle Pharmaceuticals Holdings, Inc.