BioXcel Therapeutics Announces $25 Million Registered Direct Offering
March 25 2024 - 7:00AM
BioXcel Therapeutics, Inc. (the “Company”) (Nasdaq: BTAI), a
biopharmaceutical company utilizing artificial intelligence
approaches to develop transformative medicines in neuroscience and
immuno-oncology, today announced that it has entered into a
securities purchase agreement with investors in a registered direct
offering of 3,054,609 shares (the “Shares”) of common stock, par
value $0.001 per share (“Common Stock”), and accompanying warrants
(the “Accompanying Warrants”) to purchase up to 3,054,609 shares of
Common Stock at a combined offering price of $2.901 per Share and
Accompanying Warrant and pre-funded warrants (the “Pre-Funded
Warrants”) to purchase up to 5,565,027 shares of Common Stock and
Accompanying Warrants to purchase up to 5,565,027 shares of Common
Stock at a combined offering price of $2.900 per share underlying
each Pre-Funded Warrant and Accompanying Warrant, which equals the
offering price per Share and Accompanying Warrant less the $0.001
exercise price per share of the Pre-Funded Warrants, for aggregate
gross proceeds to the Company of approximately $25 million
(excluding the proceeds, if any, from the exercise of the
Pre-Funded Warrants and the Accompanying Warrants). The Pre-Funded
Warrants have an exercise price of $0.001 per share of Common Stock
and are exercisable at any time after the date of issuance, subject
to certain ownership limitations. The Accompanying Warrants have an
exercise price of $3.20 per share of Common Stock, are exercisable
at any time after the date of issuance, subject to certain
ownership limitations, and expire five years from the date of
issuance.
The offering is expected to close on March 27, 2024, subject to
customary closing conditions. Since the offering was made without
an underwriter or a placement agent, the Company will not be paying
any underwriting discounts or placement agent fees in connection
with the offering.
The Shares, Pre-Funded Warrants and Accompanying Warrants were
offered pursuant to a shelf registration statement on Form S-3
(File No. 333-275261) that was previously filed with the U.S.
Securities and Exchange Commission (the “SEC”) and declared
effective by the SEC on November 13, 2023. A prospectus supplement,
which contains additional information relating to the offering,
will be filed with the SEC and will be available on the SEC’s
website at www.sec.gov.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy the securities, nor shall there be
any sale of the securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to the registration or
qualification under the securities laws of such jurisdiction.
Forward-Looking StatementsThis press release
includes “forward-looking statements” within the meaning of the
Private Securities Litigation Reform Act of 1995. The Company
intends such forward-looking statements to be covered by the safe
harbor provisions for forward-looking statements contained in
Section 27A of the Securities Act of 1933, as amended and Section
21E of the Securities Exchange Act of 1934, as amended. All
statements contained in this press release other than statements of
historical fact should be considered forward-looking statements,
including, without limitation, those regarding the completion of
the closing of the offering. When used herein, words including
“anticipate,” “believe,” “can,” “continue,” “could,” “designed,”
“estimate,” “expect,” “forecast,” “goal,” “intend,” “may,” “might,”
“plan,” “possible,” “potential,” “predict,” “project,” “should,”
“target,” “will,” “would” and similar expressions are intended to
identify forward-looking statements, though not all forward-looking
statements use these words or expressions. In addition, any
statements or information that refer to expectations, beliefs,
plans, projections, objectives, performance or other
characterizations of future events or circumstances, including any
underlying assumptions, are forward-looking. All forward-looking
statements are based upon the Company’s current expectations and
various assumptions. The Company believes there is a reasonable
basis for its expectations and beliefs, but they are inherently
uncertain. The Company may not realize its expectations, and its
beliefs may not prove correct. Actual results could differ
materially from those described or implied by such forward-looking
statements as a result of various important factors, including,
without limitation, the important factors discussed under the
caption “Risk Factors” in its Annual Report on Form 10-K for the
fiscal year ended December 31, 2023, as such factors may be updated
from time to time in its other filings with the SEC, which are
accessible on the SEC’s website at www.sec.gov. These and other
important factors could cause actual results to differ materially
from those indicated by the forward-looking statements made in this
press release. Any such forward-looking statements represent
management’s estimates as of the date of this press release. While
the Company may elect to update such forward-looking statements at
some point in the future, except as required by law, it disclaims
any obligation to do so, even if subsequent events cause its views
to change. These forward-looking statements should not be relied
upon as representing the Company’s views as of any date subsequent
to the date of this press release.
Contact Information
Corporate
BioXcel TherapeuticsErik
Kopp1.203.494.7062ekopp@bioxceltherapeutics.com
Investor Relations
BioXcel TherapeuticsBrennan
Doyle1.475.355.8462bdoyle@bioxceltherapeutics.com
Media
Russo PartnersDavid
SchullT: 858-717-2310David.Schull@russopartnersllc.com
Scott
StachowiakT: 646-942-5630Scott.Stachowiak@russopartnersllc.com
Source: BioXcel Therapeutics, Inc.
IGALMI™ is a trademark of BioXcel Therapeutics, Inc.BT BIOXCEL
THERAPEUTICS is a registered trademark of BioXcel Therapeutics,
Inc.All other trademarks are the properties of their respective
owners.Copyright © 2024, BioXcel Therapeutics, Inc. All rights
reserved.
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