Aditxt Announces $6 Million Private Placement Priced At-The-Market under Nasdaq Rules
Aditxt, Inc. (NASDAQ: ADTX) has entered into definitive agreements for the purchase and sale of 1,237,114 shares of common stock at a purchase price of $4.85 per share and accompanying warrant in a private placement priced at-the-market under Nasdaq rules.
Aditxt, Inc.'s private placement of shares and accompanying warrants represents a strategic capital raise, aimed at bolstering the company's financial position. The decision to issue shares and warrants at a purchase price of $4.85, with an exercise price of $4.60 for the warrants, indicates the company's immediate need for capital infusion. This capital is likely earmarked for research and development, commercialization efforts, or possibly for strengthening the company's balance sheet.
From an investment perspective, the terms of the deal suggest a discount to the current market price, which could be attractive to investors. However, the dilutive effect of the additional shares and warrants could potentially weigh on the stock's price in the short term. Over the long term, the success of this capital raise will largely depend on how effectively Aditxt deploys the funds to drive growth and innovation within its immune modulation technology portfolio.
Investors should monitor the company's subsequent financial reports to evaluate the impact of this capital raise on its earnings per share (EPS) and overall financial health. Additionally, the immediate exercisability of the warrants could lead to further dilution should the warrant holders choose to convert them into shares, depending on the future performance of the stock.
Aditxt's focus on monitoring and modulating the immune system places it within the highly competitive and innovative biotechnology sector. The success of such companies often hinges on their ability to maintain a robust pipeline of technologies and bring them to market effectively. The capital raised through this private placement is instrumental for Aditxt to continue its development and commercialization activities.
Considering the industry's high burn rate for research and development, the influx of capital could be critical in maintaining momentum in Aditxt's product pipeline. It's essential to evaluate how this financial maneuver positions Aditxt relative to its competitors and whether the funds will be allocated to projects that have the potential to capture significant market share or lead to lucrative partnerships or licensing deals.
Moreover, the biotech industry is subject to stringent regulatory requirements. The ability of Aditxt to navigate these regulations successfully, with adequate funding, will be a determinant of its long-term viability and market position. Stakeholders should assess the company's track record and strategic plans in this context to gauge future prospects.
The structure of the private placement, with the inclusion of pre-funded warrants, suggests a tailored approach to financing that may cater to specific investors' needs. This type of arrangement is subject to regulatory compliance under Nasdaq rules, particularly the 'at-the-market' offering designation, which stipulates that the securities must be sold at a price related to the current market price at the time of the transaction.
It is crucial for the company to adhere to the appropriate disclosure and reporting requirements associated with such transactions to maintain transparency with its shareholders and regulatory bodies. Any missteps in the legal execution of this private placement could have significant repercussions, including potential penalties or investor lawsuits.
Investors should be aware of the legal nuances of these financial instruments and the implications of the immediate exercisability and three-year expiration of the warrants. Understanding these details can provide insights into the company's strategic financial planning and risk management practices.
12/29/2023 - 05:07 PM
RICHMOND, Va. --(BUSINESS WIRE)--
Aditxt, Inc., (NASDAQ: ADTX) ("Aditxt" or the "Company"), an innovation company developing and commercializing technologies with a focus on monitoring and modulating the immune system, today announced that it has entered into definitive agreements for the purchase and sale of an aggregate of 1,237,114 shares of common stock (or pre-funded warrant in lieu thereof) at a purchase price of $4.85 $4.60
H.C. Wainwright & Co. is acting as the exclusive placement agent for the offering.
The gross proceeds from the offering are expected to be $6 million
The Company also has agreed that certain warrants to purchase an aggregate of 106,594 shares of common stock of the Company that were issued to such investors with exercise prices ranging from $34.40 $6,380 $4.60 $0.12 5
The securities described above are being offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), and/or Regulation D promulgated thereunder and, along with the shares of common stock underlying the warrants, have not been registered under the Securities Act, or applicable state securities laws. Accordingly, the warrants and underlying shares of common stock 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 Securities Act and such applicable state securities laws.
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 other 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 other jurisdiction.
About Aditxt
Aditxt,® Inc. (NASDAQ: ADTX) is a global innovation company focused on therapeutics and technologies that monitor and modulate the immune system. Aditxt’s mission of "Making Promising Innovations Possible, Together" is defined by our growing ecosystem of research institutions, global industry partners and shareholders who inform and inspire our mission. Aditxt’s diverse innovation portfolio includes: Adimune, Inc.™, developing and designing a new class of therapeutics for retraining the immune system to address organ rejection, autoimmunity, and allergies; Adivir, Inc.™, focused on identifying, developing and commercializing new ways to treat infectious diseases; and Pearsanta, Inc.™, which offers personalized immune monitoring intended to be informative for a wide range of health conditions, including hereditary cancer, wounds and cardiomyopathy.
Forward-Looking Statements
Certain statements in this press release constitute "forward-looking statements" within the meaning of federal securities laws. Forward-looking statements include statements regarding, the ability of the Company to consummation of the private placement, the satisfaction of the closing conditions of the private placement and the use of proceeds therefrom, the Company's intentions, beliefs, projections, outlook, analyses or current expectations concerning, among other things, the Company's ongoing and planned product and business development; the Company’s ability to finance and execute on its strategic M&A initiatives; the Company's intellectual property position; the Company's ability to develop commercial functions; expectations regarding product launch and revenue; the Company's results of operations, cash needs, spending, financial condition, liquidity, prospects, growth and strategies; the industry in which the Company operates; and the trends that may affect the industry or the Company. Forward-looking statements are not guarantees of future performance and actual results may differ materially from those indicated by these forward-looking statements as a result of various important factors, as well as market and other conditions and those risks more fully discussed in the section titled "Risk Factors" in the Company's most recent Annual Report on Form 10-K, as well as discussions of potential risks, uncertainties, and other important factors in the Company's other filings with the Securities and Exchange Commission. All such statements speak only as of the date made, and the Company undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
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Investor and Media Contact
IR@Aditxt.com
Source: Aditxt, Inc.
Aditxt, Inc. announced that it has entered into definitive agreements for the purchase and sale of 1,237,114 shares of common stock at a purchase price of $4.85 per share and accompanying warrant in a private placement priced at-the-market under Nasdaq rules.
1,237,114 shares of common stock were involved in the private placement.
The shares were sold at a purchase price of $4.85 per share.
The warrants have an exercise price of $4.60 per share.
The private placement is expected to close on or before a specified date.
