Pulse Biosciences, Inc. (Nasdaq: PLSE) (the “Company” or “Pulse
Biosciences”), a company leveraging its novel and proprietary
CellFX® Nanosecond Pulsed Field Ablation™ (nsPFA™) technology,
announced today the closing of its rights offering and the final
results thereof.
The Company received basic subscriptions and over-subscriptions
in excess of $83 million, equal to approximately 138% of the $60
million gross proceeds limit in the rights offering, and
subscriptions from over 800 accounts, including those of the
Company’s Executive Chairman, Robert Duggan. Available Units were
allocated proportionately among those rights holders who exercised
their over-subscription right based on the number of Units each
rights holder subscribed for under its basic subscription rights,
in accordance with the procedures described in the prospectus, as
amended to date, relating to the rights offering. The remaining
oversubscription amounts will be returned by Broadridge Corporate
Issuer Solutions, LLC (the “Subscription Agent”) to the
investors.
The rights offering resulted in the sale of six million units
(the “Units”), at a price of $10.00 per Unit. Each Unit consisted
of one share of the Company’s common stock, par value $0.001 per
share, and two warrants, each being a warrant to purchase one-half
of one share of common stock. The common stock and warrants
comprising the Units separated upon the closing of the rights
offering and were issued individually. A total of 5,999,999 shares
of common stock and warrants to acquire up to an additional
approximately six million shares of common stock were issued in the
offering. The Company received aggregate gross proceeds from the
rights offering of $60 million. If exercised, additional gross
proceeds of up to $66 million may be received through the exercise
of warrants issued in the rights offering. Each warrant will be
exercisable for $11.00 per whole share, which equals 110% of the
subscription price for the Units. Warrants are exercisable
immediately and will expire on the fifth anniversary of the closing
of the rights offering. Half of the warrants issued in the rights
offering are redeemable by the Company if the Company’s stock
trading price exceeds $16.50 for twenty consecutive trading days
and the other half of the warrants issued in the rights offering
are redeemable by the Company if its stock trading price exceeds
$22.00 for twenty consecutive trading days.
Investors who participated in the rights offering should expect
to see the shares and warrants issued to them in book-entry, or
uncertificated, form. Shares, warrants and any excess subscription
payments are expected to be distributed by the Subscription Agent
on or about July 5, 2024.
After giving effect to the issuance of 5,999,999 shares of
common stock in the rights offering (but excluding up to
approximately six million shares of common stock underlying the
warrants issued in the rights offering), the Company has 61,228,332
shares of common stock issued and outstanding.
The Company plans to use proceeds from the offering principally
to support further product and clinical development, future
regulatory submissions and commercial readiness of its three
leading CellFX nsPFA products, Percutaneous Electrode, Cardiac
Clamp, and 360° Cardiac Catheter. Each device is designed to
deliver significant clinical advantages compared to the current
standards of care and have a potential profound positive impact on
healthcare for both patients, providers and other stakeholders.
The rights offering was made pursuant to the Company’s
registration statement on Form S-3, as modified by the
post-effective amendment filed with the Securities and Exchange
Commission (“SEC”) on May 28, 2024, which was deemed effective by
the SEC on May 31, 2024, including the prospectus contained
therein, as further modified by the prospectus filed pursuant to
Rule 424(b)(2) of the Securities Act of 1933, which contains the
detailed terms of the rights offering and was filed with the SEC on
June 4, 2024.
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 CellFX®
nsPFA™ technology delivers nanosecond pulses of electrical energy
to non-thermally clear cells while sparing adjacent noncellular
tissue. The Company is actively pursuing the development of its
CellFX nsPFA technology for use in the treatment of atrial
fibrillation and in a select few other markets where it could have
a profound positive impact on healthcare for both patients and
providers.
Pulse Biosciences, CellFX, Nano-Pulse Stimulation, NPS, nsPFA,
CellFX nsPFA 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 the effectiveness of the Company’s CellFX
nsPFA technology and CellFX System to non-thermally clear cells
while sparing adjacent non-cellular tissue, statements concerning
the Company’s future use of proceeds from its rights offering and
whether the Company’s products under development will deliver
significant clinical advantages compared to the current standards
of care and have a profound positive impact on healthcare, 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.
Rights Offering Information, Subscription and Warrant
Agent: Broadridge Corporate Issuer Solutions, LLC Attn: BCIS
Re-Organization Dept. P.O. Box 1317 Brentwood, NY 11717-0718
888.789.8409 shareholder@broadridge.com
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version on businesswire.com: https://www.businesswire.com/news/home/20240703054349/en/
Investors: Pulse Biosciences, Inc. Burke T. Barrett,
President and CEO IR@pulsebiosciences.com
Or
Gilmartin Group Philip Trip Taylor 415.937.5406
philip@gilmartinir.com
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