Cingulate Announces Pricing of $4.0 Million Public Offering
11 September 2023 - 11:22PM
Cingulate Inc. (NASDAQ: CING) (“Cingulate,” the “Company,”
“we,” “our” or “us”), a biopharmaceutical company utilizing its
proprietary Precision Timed Release™ (PTR™) drug delivery platform
technology to build and advance a pipeline of next-generation
pharmaceutical products, today announced the pricing of its public
offering of an aggregate of 6,925,208 shares of its common stock
(or common stock equivalents in lieu thereof), Series A warrants to
purchase up to 6,925,208 shares of common stock and Series B
warrants to purchase up to 3,462,604 shares of common stock, at a
public offering price of $0.5776 per share (or common stock
equivalent in lieu thereof) and accompanying warrants. The Series A
warrants will have an exercise price of $0.5776 per share, will be
exercisable beginning on the effective date of stockholder approval
of the issuance of the shares issuable upon exercise of the
warrants and will expire five years after the initial exercise
date, and the Series B warrants will have an exercise price of
$0.5776 per share, will be exercisable beginning on the effective
date of stockholder approval of the issuance of the shares issuable
upon exercise of the warrants and will expire two years
after the initial exercise date. The closing of the offering is
expected to occur on or about September 13, 2023, subject to the
satisfaction of customary closing conditions.
H.C. Wainwright & Co. is acting as the
exclusive placement agent for the offering.
Total gross proceeds to the Company from the
offering, before deducting the placement agent’s fees and other
offering expenses, are expected to be approximately $4.0 million.
The Company intends to use the net proceeds from this offering for
continued research and development and commercialization activities
of its lead candidate CTx-1301, and for working capital, capital
expenditures and general corporate purposes, including investing
further in research and development efforts.
The securities described above are being offered
pursuant to a registration statement on Form S-1 (File No.
333-273405), which was declared effective by the Securities and
Exchange Commission (the “SEC”) on September 11, 2023. The offering
is being made only by means of a prospectus forming part of the
effective registration statement relating to the offering. A
preliminary prospectus relating to the offering has been filed with
the SEC and is available on the SEC’s website at
http://www.sec.gov. Electronic copies of the final prospectus, when
available, may be obtained on the SEC’s website at
http://www.sec.gov and may also be obtained by contacting H.C.
Wainwright & Co., LLC at 430 Park Avenue, 3rd Floor, New York,
NY 10022, by phone at (212) 856-5711 or e-mail at
placements@hcwco.com.
This press release shall not constitute an offer
to sell or a 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 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 Cingulate Inc.
Cingulate is a biopharmaceutical company
utilizing its proprietary PTR drug delivery platform technology to
build and advance a pipeline of next-generation pharmaceutical
products, designed to improve the lives of patients suffering from
frequently diagnosed conditions characterized by burdensome daily
dosing regimens and suboptimal treatment outcomes. With an initial
focus on the treatment of ADHD, Cingulate is identifying and
evaluating additional therapeutic areas where PTR technology may be
employed to develop future product candidates, including to treat
anxiety disorders. Cingulate is headquartered in Kansas
City.
Forward-Looking Statements:
This press release contains “forward-looking
statements” within the meaning of Section 27A of the Securities Act
of 1933, as amended, and Section 21E of the Securities Exchange Act
of 1934, as amended. These forward-looking statements include all
statements, other than statements of historical fact, regarding our
current views and assumptions with respect to future events
regarding our business, including statements with respect to our
plans, assumptions, expectations, beliefs and objectives with
respect to the completion of the offering, the satisfaction of
customary closing conditions related to the offering, the intended
use of proceeds from the offering, product development, clinical
studies, clinical and regulatory timelines, market opportunity,
competitive position, business strategies, potential growth
opportunities and other statements that are predictive in
nature.
These statements are generally identified by the
use of such words as “may,” “could,” “should,” “would,” “believe,”
“anticipate,” “forecast,” “estimate,” “expect,” “intend,” “plan,”
“continue,” “outlook,” “will,” “potential” and similar statements
of a future or forward-looking nature. Readers are cautioned that
any forward-looking information provided by us or on our behalf is
not a guarantee of future performance. Actual results may differ
materially from those contained in these forward-looking statements
as a result of various factors disclosed in our filings with the
SEC, including the “Risk Factors” section of our Annual Report on
Form 10-K filed with the SEC on March 10, 2023. All forward-looking
statements speak only as of the date on which they are made, and we
undertake no duty to update or revise any forward-looking
statements, whether as a result of new information, future events
or otherwise, except to the extent required by law.
Investor Relations:
Thomas DaltonVice President, Investor &
Public Relations, Cingulatetdalton@cingulate.com 913-942-2301
Matt KrepsDarrow Associatesmkreps@darrowir.com
214-597-8200
Media Relations:
Melysa WeibleElixir Health
Public Relations mweible@elixirhealthpr.com201-723-5805
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