Transformative capital raise, led by new
investors including Nantahala Capital Management
The private placement provides access to up to
$26.3 million of gross proceeds upon
the exercise of the milestone-affected warrants
HAYWARD,
Calif., July 21, 2023 /PRNewswire/ -- AcelRx
Pharmaceuticals, Inc. (Nasdaq: ACRX), ("AcelRx" or the "Company"),
a specialty pharmaceutical company focused on the development and
commercialization of innovative therapies for use in medically
supervised settings, today announced the closing of its previously
announced private placement of common stock, pre-funded warrants
and common warrants for aggregate gross proceeds to the Company of
$10 million, before deducting the
placement agent's fees and other offering expenses payable by the
Company, with an additional potential $16.3
million upon the exercise of the common warrants, which
include an acceleration feature should the Company achieve certain
performance milestones.
"We are appreciative of the new and existing investors'
confidence in AcelRx's transformation with Niyad as the lead value
driver. We remain on track to move the Niyad™ clinical study
forward this year with our planned PMA submission next year. The
proceeds received, along with the exercise of the
milestone-affected warrants, will provide us the capital needed to
advance Niyad towards an FDA approval," said Vince Angotti, CEO of AcelRx.
Investors purchased an aggregate of 5,340,591 shares of common
stock, at a purchase price of $1.36
per share of common stock, and pre-funded warrants to purchase
2,012,356 shares of common stock at a purchase price of
$1.359 per pre-funded warrant (the
"Pre-Funded Warrants"). The exercise price of the Pre-Funded
Warrants is $0.001 per share. Each
share of common stock and Pre-Funded Warrant is accompanied by a
Series A common warrant, the term of which will be accelerated upon
the Company's receipt of an emergency use authorization from the
FDA, or PMA approval, and a Series B common warrant to purchase up
to an equal number of shares of common stock, the term of
which will be accelerated upon the Company's achievement of a
positive outcome of its Niyad clinical study or PMA approval for
Niyad. The Series A common warrants are exercisable for 7,352,947
shares of common stock and the Series B common warrants are
exercisable for 7,352,947 shares of common stock (the Series A
common warrants and the Series B common warrants are collectively,
the "Warrants"). The Warrants have an exercise price of
$1.11 per share, are immediately
exercisable upon issuance, and expire five years from the date of
issuance; provided that such expiration date will, upon the public
announcement by the Company of the occurrence of certain milestone
events, be accelerated to the date that is 45 days following the
date of such public announcement. No assurance can be given that
any of the Warrants will be exercised. The Company intends to use
the net proceeds for working capital and general corporate
purposes, including general and administrative expenses, research
and development expenses and capital expenditures.
Additional information regarding the private placement will be
included in a Form 8-K to be filed by the Company with
the Securities and Exchange Commission, and this press release
is subject to the further detail provided in the Form 8-K.
H.C. Wainwright & Co. acted as the exclusive placement agent
for the private placement.
The securities 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 have not been registered
under the Act, or applicable state securities laws. Accordingly,
such securities may not be reoffered or resold 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 a registration statement under
the Act with the Securities and Exchange Commission (the "SEC"),
covering the resale of the shares of common stock issued in the
private placement and the shares of common stock underlying the
Pre-Funded Warrants and Warrants no later than 15 days following
the date of the definitive agreement, and to use reasonable best
efforts to have the registration statement declared effective as
promptly as practical thereafter, and in any event no later than 90
days following the date of the definitive agreement 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 AcelRx Pharmaceuticals, Inc.
AcelRx Pharmaceuticals, Inc. is a specialty pharmaceutical
company focused on the development and commercialization of
innovative therapies for use in medically supervised settings.
AcelRx's lead product candidate, Niyad, is a lyophilized
formulation of nafamostat and is currently being studied under an
investigational device exemption ("IDE"), as an anticoagulant for
the extracorporeal circuit, and has received Breakthrough Device
Designation Status from the U.S. Food and Drug Administration.
AcelRx is also developing two pre-filled syringes in-licensed from
its partner Aguettant: Fedsyra™, a pre-filled ephedrine syringe,
with an expected NDA filing in 2023, and PFS-02, a pre-filled
phenylephrine syringe with an expected NDA filing in 2024. For
additional information about AcelRx, please
visit www.acelrx.com.
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of Section 27A of the Act and Section 21E of the
Securities Exchange Act of 1934, as amended. All statements
pertaining to the Company's expectations regarding the completion
of the offerings, the satisfaction of customary closing conditions
related to the offerings, the intended use of proceeds from the
offerings in this press release constitute forward-looking
statements.
These statements may be identified by the use of forward-looking
expressions, including, but not limited to, "expect," "anticipate,"
"intend," "plan," "believe," "estimate," "potential," "predict,"
"project," "should," "would" and similar expressions and the
negatives of those terms. These statements relate to future events
or our financial performance and involve known and unknown risks,
uncertainties, and other factors, such as market and other
conditions, which may cause actual results, performance or
achievements to be materially different from any future results,
performance or achievements expressed or implied by the
forward-looking statements. Such factors include market conditions,
the ability of the Company to achieve certain milestone events, and
the exercise of the Warrants in connection with the acceleration of
the expiration date upon the achievement of such milestone events,
as well as those set forth in the Company's annual, quarterly and
current reports (i.e., Form 10-K, Form 10-Q and Form 8-K) as filed
or furnished with the SEC and any subsequent public filings.
Prospective investors are cautioned not to place undue reliance on
such forward-looking statements, which speak only as of the date of
this press release. The Company undertakes no obligation to
publicly update any forward-looking statement, whether as a result
of new information, future events or otherwise, except as required
by law.
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SOURCE AcelRx Pharmaceuticals, Inc.