Salarius Pharmaceuticals Announces Closing of $6 Million Private Placement Priced At-the-Market Under Nasdaq Rules
May 16 2023 - 3:05PM
Salarius Pharmaceuticals, Inc. (NASDAQ: SLRX), a
clinical-stage biopharmaceutical company using protein inhibition
and protein degradation to develop cancer therapies for patients in
need of new treatment options, today announced that it has closed
its previously announced private placement for the issuance and
sale of an aggregate of 3,636,364 shares of its common stock (or
common stock equivalents in lieu thereof), Series A-1 warrants to
purchase up to an aggregate of 3,636,364 shares of common stock and
Series A-2 warrants to purchase up to an aggregate of 3,636,364
shares of common stock at a purchase price of $1.65 per share (or
common stock equivalent) and accompanying warrants, priced
at-the-market under Nasdaq rules.
H.C. Wainwright & Co. acted as the exclusive placement agent
for the private placement.
The Series A-1 warrants have an exercise price
of $1.40 per share, are exercisable immediately upon issuance and
have a term of five and one-half years from the date of issuance.
The Series A-2 warrants have an exercise price of $1.40 per share,
are exercisable immediately upon issuance and have a term of 18
months from the date of issuance.
The gross proceeds to the Company from the
private placement were approximately $6 million, before deducting
the placement agent’s fees and other offering expenses payable by
the Company. The Company currently intends to use the net proceeds
from the private placement for further development of its product
candidates and working capital and general corporate purposes.
The securities offered in the private placement
and described above were offered in a transaction not involving a
public offering under Section 4(a)(2) of the Securities Act of
1933, as amended (the “Securities Act”) and/or Rule 506(b) of
Regulation D promulgated thereunder and have not been registered
under the Securities Act or applicable state securities laws.
Accordingly, the securities in the private placement may not be
reoffered or resold in the United States except pursuant to an
effective registration statement with the Securities and Exchange
Commission (the “SEC”) or an applicable exemption from the
registration requirements of the Securities Act and such applicable
state securities laws.
The Company has agreed to file an initial
registration statement with the SEC covering the resale of the
securities to be issued in the private placement no later than 15
days following the date of the agreement.
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
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 jurisdiction.
About Salarius Pharmaceuticals
Salarius Pharmaceuticals, Inc. is a
clinical-stage biopharmaceutical company developing therapies for
patients with cancer in need of new treatment options. Salarius’
product portfolio includes seclidemstat, Salarius’ lead candidate,
which is being studied as a potential treatment for pediatric
cancers, sarcomas and other cancers with limited treatment options,
and SP-3164, an oral small molecule protein degrader.
Seclidemstat has received fast track, orphan
drug and rare pediatric disease designations for Ewing sarcoma from
the U.S. Food and Drug Administration and is currently in a Phase
1/2 clinical trial for relapsed/refractory Ewing sarcoma. Salarius
is also exploring seclidemstat’s potential in several cancers with
high unmet medical need, with an investigator-initiated Phase 1/2
clinical study in hematologic cancers at MD Anderson Cancer Center.
Salarius has received financial support from the National Pediatric
Cancer Foundation to advance the Ewing program and was a recipient
of a Product Development Award from the Cancer Prevention and
Research Institute of Texas (CPRIT). SP-3164 is currently in
IND-enabling studies and anticipated to enter the clinic in
2023.
Forward-Looking Statements This
press release contains “forward-looking statements” within the
meaning of the Private Securities Litigation Reform Act of 1995.
All statements, other than statements of historical facts, included
in this press release are forward-looking statements. These
forward-looking statements may be identified by terms such as
“will,” “believe,” “developing,” “expect,” “may,” “progress,”
“potential,” “could,” “look forward,” “encouraging,” “might,”
“should,” and similar terms or expressions or the negative thereof.
Examples of such statements include, but are not limited to,
statements relating to the following: the use of proceeds from the
private placement; the future of the company’s Phase 1/2 trial of
seclidemstat as a treatment for Ewing sarcoma and FET-rearranged
sarcomas, including our plans to engage in further dialogue with
the FDA on various topics relating to further clinical development
and possible registration pathways; the advantages of protein
degraders including the value of SP-3164 as a cancer treatment; the
timing of clinical trials for SP-3164 and expected therapeutic
options for SP-3164 and related effects and projected efficacy; the
timing of Salarius’ IND submissions to the FDA and subsequent
timing for initiating clinical trials; interim data related to
Salarius’ clinical trials, including the timing of when such data
is available and made public; Salarius’ growth strategy; the value
of seclidemstat as a treatment for Ewing sarcoma, Ewing-related
sarcomas, and other cancers and its ability to improve the life of
patients; expanding the scope of Salarius’ research and focus to
high unmet need patient populations; milestones of Salarius’
current and future clinical trials, including the timing of data
readouts. Salarius may not actually achieve the plans, carry out
the intentions or meet the expectations or objectives disclosed in
the forward-looking statements. You should not place undue reliance
on these forward-looking statements. These statements are subject
to risks and uncertainties which could cause actual results and
performance to differ materially from those discussed in the
forward-looking statements. These risks and uncertainties include,
but are not limited to, the following: Salarius’ ability to
continue as a going concern; the sufficiency of Salarius’ capital
resources; the ability of, and need for, Salarius to raise
additional capital to meet Salarius’ business operational needs and
to achieve its business objectives and strategy; future clinical
trial results and the impact of such results on Salarius; that the
results of studies and clinical trials may not be predictive of
future clinical trial results; risks related to the drug
development and the regulatory approval process; the competitive
landscape and other industry-related risks; and other risks
described in Salarius’ filings with the Securities and Exchange
Commission, including its Annual Report on Form 10-K for the fiscal
year ended December 31, 2022, as revised or supplemented by its
Quarterly Reports on Form 10-Q and other documents filed with the
SEC. The forward-looking statements contained in this press release
speak only as of the date of this press release and are based on
management’s assumptions and estimates as of such date. Salarius
disclaims any intent or obligation to update these forward-looking
statements to reflect events or circumstances that exist after the
date on which they were made.
CONTACT:
LHA Investor RelationsKim Sutton
Golodetzkgolodetz@lhai.com212-838-3777
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