Pulse Biosciences, Inc. (Nasdaq: PLSE) (the “Company” or “Pulse
Biosciences”), a novel bioelectric medicine company commercializing
the CellFX® System Powered by Nano-Pulse Stimulation™ (NPS™)
technology, announced today two changes to its current rights
offering. First, the Company has extended the expiration date of
the rights offering from May 23, 2022 to May 26, 2022, at 5:00
p.m., Eastern Time (the “Expiration Date”). Second, the Company has
amended the definition of “Alternate Price” in the rights offering
to be the volume weighted average price of Pulse Biosciences common
stock for the five trading day period through and including May 23,
2022. The rights offering has been registered with the Securities
and Exchange Commission (the “SEC”) and a copy of the prospectus
describing the rights offering can be obtained at the SEC’s website
at www.SEC.gov. All other terms and conditions of the rights
offering remain the same as previously announced by the Company in
the prospectus and Form 8-K filed by the Company with the SEC on
May 4, 2022.
Pulse Biosciences has received reports that some brokers have
imposed internal “cut-off” dates for participating in the rights
offering as early as May 19, 2022, the date of the Company’s
previously scheduled annual stockholder meeting. Accordingly, the
Company’s Board of Directors has decided to extend the Expiration
Date by three business days to allow all stockholders additional
time through May 26, 2022 at 5:00 p.m., Eastern Time to exercise
their subscription rights, subject to each stockholder’s applicable
broker cut off date to subscribe. The Board of Directors has also
decided to amend the Alternate Price so that stockholders will know
the final subscription price before the new Expiration Date.
The subscription rights in the rights offering are
non-transferrable and may only be exercised during the subscription
period. The subscription period for the rights offering commenced
on May 4, 2022. The Company has now extended the Expiration Date
for the rights offering to 5:00 p.m., Eastern Time, on Thursday,
May 26, 2022. The Subscription Price will now equal the lesser of
(i) $3.72 and (ii) the volume weighted average price of the
Company’s common stock for the five trading days through and
including May 23, 2022. The amendments to the rights offering does
not require those stockholders who have already subscribed to
purchase Units under the rights offering to take any further
action.
If exercising subscription rights through a broker, dealer, bank
or other nominee, or online platform, rights holders should
promptly contact their nominee or online platform, and submit
subscription documents and payment for the rights subscribed for in
accordance with the instructions and within the time period
provided by such nominee, or online platform. The broker, dealer,
bank, or other nominee will establish a deadline before May 26,
2022, by which time instructions to exercise subscription rights,
along with the required subscription payment, must be received.
Based upon recent occurrences, stockholders who wish to participate
in the rights offering are urged to contact their broker or online
trading platform as soon as possible to confirm their deadline and
also to determine whether the broker or online trading platform
will be charging a transaction fee.
The rights offering is being made pursuant to the Company’s
shelf registration statement on Form S-3, which became effective on
August 21, 2020, and the prospectus supplement dated May 4, 2022 on
file with the SEC containing the detailed terms of the rights
offering. Before investing, eligible stockholders should read the
prospectus and other documents the Company has filed with the SEC
for more complete information about the Company and the rights
offering. This press release does not constitute an offer to sell
or the solicitation of an offer to buy any securities, nor will
there be any sale of securities in any state or other 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. Any offer will be made only by means of
a prospectus forming part of the registration statement.
About Pulse Biosciences®
Pulse Biosciences is a novel bioelectric medicine company
committed to health innovation that has the potential to improve
the quality of life for patients. The Company’s proprietary
Nano-Pulse Stimulation technology delivers nano-second pulses of
electrical energy to non-thermally clear cells while sparing
adjacent non-cellular tissue. The CellFX® System is the first
commercial product to harness the distinctive advantages of NPS
technology to treat a variety of applications for which an optimal
solution remains unfulfilled. The initial commercial use of the
CellFX System is to address a range of dermatologic conditions that
share high demand among patients and practitioners for improved
dermatologic outcomes. Designed as a multi-application platform,
the CellFX System offers customer value with a utilization-based
revenue model. Visit pulsebiosciences.com to learn more.
To stay informed about the CellFX System, please visit
CellFX.com and sign-up for updates.
Pulse Biosciences, CellFX, Nano-Pulse Stimulation, NPS and the
stylized logos are among the trademarks and/or registered
trademarks of Pulse Biosciences, Inc. in the United States and
other countries.
Forward-Looking Statements
All statements in this press release that are not historical are
forward-looking statements, including, among other things,
statements relating to Pulse Biosciences’ expectations concerning
customer adoption and future use of the CellFX System to address a
range of dermatologic conditions, statements relating to the
effectiveness of the Company’s NPS technology and the CellFX System
to improve the quality of life for patients, and Pulse Biosciences’
expectations, whether stated or implied, regarding its rights
offering, financing plans and other future events. These statements
are not historical facts but rather are based on Pulse Biosciences’
current expectations, estimates, and projections regarding Pulse
Biosciences’ business, operations and other similar or related
factors. Words such as “may,” “will,” “could,” “would,” “should,”
“anticipate,” “predict,” “potential,” “continue,” “expects,”
“intends,” “plans,” “projects,” “believes,” “estimates,” and other
similar or related expressions are used to identify these
forward-looking statements, although not all forward-looking
statements contain these words. You should not place undue reliance
on forward-looking statements because they involve known and
unknown risks, uncertainties, and assumptions that are difficult or
impossible to predict and, in some cases, beyond Pulse Biosciences’
control. Actual results may differ materially from those in the
forward-looking statements as a result of a number of factors,
including those described in Pulse Biosciences’ filings with the
Securities and Exchange Commission. Pulse Biosciences undertakes no
obligation to revise or update information in this release to
reflect events or circumstances in the future, even if new
information becomes available.
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version on businesswire.com: https://www.businesswire.com/news/home/20220519005407/en/
Investors: Pulse Biosciences Sandra Gardiner, EVP and CFO
510.241.1077 IR@pulsebiosciences.com or Gilmartin Group Philip Trip
Taylor 415.937.5406 philip@gilmartinir.com
Rights Offering Information, Subscription and Warrant
Agent: Broadridge Corporate Issuer Solutions, Inc. Attn: BCIS
Re-Organization Dept. P.O. Box 1317 Brentwood, NY 11717-0718
888.789.8409 shareholder@broadridge.com
Media: Tosk Communications Nadine D. Tosk 504.453.8344
nadinepr@gmail.com or press@pulsebiosciences.com
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