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Tonix Pharmaceuticals Announces Pricing of Approximately $4.0 Million Public Offering

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Tonix Pharmaceuticals announced a public offering valued at approximately $4.0 million. The firm will issue 7,096,740 shares of common stock at $0.57 per share or pre-funded warrants at $0.569 per warrant. The offering is set to close on July 10, 2024, pending standard conditions. The net proceeds will support general corporate purposes, including preparing a New Drug Application for Tonmya™ and managing existing debt. Dawson James Securities, Inc. is the sole placement agent. The offering follows a shelf registration statement on Form S-3 already filed with the SEC.

Positive
  • Tonix Pharmaceuticals plans to raise approximately $4.0 million.
  • Funds will be used for working capital and Tonmya™ NDA preparation.
  • Dawson James Securities, Inc. is the sole placement agent, ensuring professional oversight.
Negative
  • Issuing new shares may lead to shareholder dilution.

Tonix Pharmaceuticals has announced a public offering of approximately $4.0 million. This move is significant as it directly impacts the company's capital structure and liquidity. The offering involves the sale of 7,096,740 shares of common stock at $0.57 per share, indicating a potential dilution for existing shareholders. For retail investors, this could mean a short-term decrease in share value as the market absorbs the new shares.

The funds raised will support working capital and the preparation of a New Drug Application (NDA) for Tonmya™, a promising candidate for fibromyalgia. While this is a positive step for the company's long-term growth, retail investors should be cautious about the immediate dilution effect. The use of proceeds towards critical operational needs and debt servicing suggests a balanced approach to financial management.

It's also important to note the involvement of Dawson James Securities as the sole placement agent, which adds a layer of credibility to the offering. However, the relatively low offering price per share could be a concern about the company's current valuation and market perception. Monitoring the share price movement post-offering will be essential for investors to understand the market's actual reaction.

This public offering provides insight into the broader market strategy of Tonix Pharmaceuticals. The allocation of funds towards the NDA submission for Tonmya™ reflects the company's confidence in this product's potential to capture a significant market share in the fibromyalgia treatment space. Tonmya™ has already shown promise in two statistically significant Phase 3 studies, which may lead to stronger market positioning once FDA approval is achieved.

For investors, understanding the competitive landscape in the treatment of fibromyalgia and related conditions is crucial. The biopharmaceutical sector is notoriously competitive, with numerous players aiming to develop cutting-edge therapies. Tonix's diversified portfolio, including treatments for CNS disorders and autoimmune diseases, indicates a strategic approach to addressing multiple high-need therapeutic areas. This diversity can be appealing from an investment perspective, as it potentially mitigates the risks associated with any single product's clinical or commercial success.

Additionally, the emphasis on the CNS portfolio—with products like TNX-1300 targeting cocaine intoxication, which has Breakthrough Therapy designation—highlights Tonix's capability to innovate in areas with significant unmet medical needs. This positions the company not only for immediate growth but also for sustainable long-term development.

CHATHAM, N.J., July 09, 2024 (GLOBE NEWSWIRE) -- Tonix Pharmaceuticals Holding Corp. (Nasdaq: TNXP) (“Tonix” or the “Company”), a fully-integrated biopharmaceutical company, today announced it has entered into a placement agency agreement for the purchase and sale of 7,096,740 shares of its common stock (or pre-funded warrants in lieu thereof) at an offering price of $0.57 per share (or $0.569 per pre-funded warrant in lieu thereof). The closing of the public offering is expected to take place on or about July 10, 2024, subject to the satisfaction of customary closing conditions.

The gross proceeds of the offering will be approximately $4.0 million before deducting placement agent fees and other estimated offering expenses payable by the Company. The Company intends to use the net proceeds from the offering for working capital and general corporate purposes, including the preparation of the new drug application relating to its Tonmya™ product candidate in patients with fibromyalgia, and the satisfaction of any portion of its existing indebtedness.

Dawson James Securities, Inc. is acting as the sole placement agent for the offering.

This offering is being made pursuant to an effective shelf registration statement on Form S-3 (File No. 333-266982) previously filed with the U.S. Securities and Exchange Commission (the “SEC”). The offering will be made only by means of a prospectus supplement and accompanying base prospectus, as may be further supplemented by any free writing prospectus and/or pricing supplement that Tonix may file with the SEC. A preliminary prospectus supplement and accompanying prospectus describing the terms of the proposed offering have been filed with the SEC and are available on the SEC’s website located at http://www.sec.gov. Electronic copies of the preliminary prospectus supplement may be obtained from Dawson James Securities, Inc., 101 North Federal Highway, Suite 600, Boca Raton, FL 33432 or by telephone at (561) 391-5555, or by email at investmentbanking@dawsonjames.com. Before investing in this offering, interested parties should read in their entirety the prospectus supplement and the accompanying prospectus and the other documents that Tonix has filed with the SEC that are incorporated by reference in such prospectus supplement and the accompanying prospectus, which provide more information about Tonix and such offering.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy 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 registration or qualification under the securities laws of any such state or jurisdiction. 

Tonix Pharmaceuticals Holding Corp.*

Tonix is a fully-integrated biopharmaceutical company focused on developing, licensing and commercializing therapeutics to treat and prevent human disease and alleviate suffering. Tonix’s development portfolio is focused on central nervous system (CNS) disorders. Tonix’s priority is to submit a New Drug Application (NDA) to the FDA in the second half of 2024 for Tonmya1, a product candidate for which two statistically significant Phase 3 studies have been completed for the management of fibromyalgia. TNX-102 SL is also being developed to treat acute stress reaction as well as fibromyalgia-type Long COVID. Tonix’s CNS portfolio includes TNX-1300 (cocaine esterase), a biologic designed to treat cocaine intoxication that has Breakthrough Therapy designation. Tonix’s immunology development portfolio consists of biologics to address organ transplant rejection, autoimmunity and cancer, including TNX-1500, which is a humanized monoclonal antibody targeting CD40-ligand (CD40L or CD154) being developed for the prevention of allograft rejection and for the treatment of autoimmune diseases. Tonix also has product candidates in development in the areas of rare disease and infectious disease. Tonix Medicines, our commercial subsidiary, markets Zembrace® SymTouch® (sumatriptan injection) 3 mg and Tosymra® (sumatriptan nasal spray) 10 mg for the treatment of acute migraine with or without aura in adults.

*Tonix’s product development candidates are investigational new drugs or biologics and have not been approved for any indication.

1Tonmya™ is conditionally accepted by the U.S. Food and Drug Administration (FDA) as the tradename for TNX-102 SL for the management of fibromyalgia. Tonmya has not been approved for any indication.

Zembrace SymTouch and Tosymra are registered trademarks of Tonix Medicines. All other marks are property of their respective owners.

This press release and further information about Tonix can be found at www.tonixpharma.com.

Forward Looking Statements

Certain statements in this press release are forward-looking within the meaning of the Private Securities Litigation Reform Act of 1995 including those relating to the completion of the public offering, the satisfaction of customary closing conditions, the intended use of proceeds from the public offering and other statements that are predictive in nature. These statements may be identified by the use of forward-looking words such as “anticipate,” “believe,” “forecast,” “estimate,” “expect,” and “intend,” among others. These forward-looking statements are based on Tonix's current expectations and actual results could differ materially. There are a number of factors that could cause actual events to differ materially from those indicated by such forward-looking statements. These factors include, but are not limited to, risks related to the failure to obtain FDA clearances or approvals and noncompliance with FDA regulations; risks related to the failure to successfully market any of our products; risks related to the timing and progress of clinical development of our product candidates; our need for additional financing; uncertainties of patent protection and litigation; uncertainties of government or third party payor reimbursement; limited research and development efforts and dependence upon third parties; and substantial competition. As with any pharmaceutical under development, there are significant risks in the development, regulatory approval and commercialization of new products. Tonix does not undertake an obligation to update or revise any forward-looking statement. Investors should read the risk factors set forth in the Annual Report on Form 10-K for the year ended December 31, 2023, as filed with the Securities and Exchange Commission (the “SEC”) on April 1, 2024, and periodic reports filed with the SEC on or after the date thereof. All of Tonix's forward-looking statements are expressly qualified by all such risk factors and other cautionary statements. The information set forth herein speaks only as of the date thereof.

Investor Contact
Jessica Morris
Tonix Pharmaceuticals
investor.relations@tonixpharma.com
(862) 904-8182

Peter Vozzo
ICR Westwicke
peter.vozzo@westwicke.com
(443) 213-0505

Media Contact
Katie Dodge
LaVoieHealthScience
kdodge@lavoiehealthscience.com
(978) 360-3151 


FAQ

What did Tonix Pharmaceuticals announce on July 9, 2024?

Tonix Pharmaceuticals announced a public offering valued at approximately $4.0 million.

How many shares will be issued in Tonix's public offering?

Tonix will issue 7,096,740 shares of common stock or pre-funded warrants in the public offering.

At what price does Tonix plan to sell its shares in the public offering?

Tonix plans to sell its shares at $0.57 per share or pre-funded warrants at $0.569 each.

When is Tonix's public offering expected to close?

The public offering is expected to close on July 10, 2024, subject to customary conditions.

For what purposes will Tonix use the proceeds from the offering?

Tonix will use the proceeds for working capital, NDA preparation for Tonmya™, and managing existing debt.

Who is acting as the placement agent for Tonix's public offering?

Dawson James Securities, Inc. is the sole placement agent for the offering.

What is the stock symbol for Tonix Pharmaceuticals?

The stock symbol for Tonix Pharmaceuticals is 'TNXP'.

Tonix Pharmaceuticals Holding Corp.

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