PAVmed Announces Pricing of $45 Million Public Offering of Common Stock
February 23 2021 - 9:00AM
PAVmed Inc. (Nasdaq: PAVM, PAVMZ) (the “Company”
or “PAVmed”), a highly differentiated, multi-product,
commercial-stage medical device company, today announced the
pricing of its previously announced underwritten public offering
(the “Offering”) of approximately 9.8 million shares of its common
stock for gross proceeds of approximately $45 million, before
deducting the underwriting discounts and commissions and other
estimated offering expenses payable by PAVmed. The Offering is
expected to close on or about February 25, 2021, subject to
customary closing conditions. In addition, PAVmed has granted the
underwriter of the Offering a 30-day option to purchase up to
approximately 1.5 million additional shares of its common stock.
PAVmed intends to use the net proceeds from the
Offering to repay all of the Company’s outstanding debt, including
all outstanding convertible notes (subject to our agreeing with the
holder of such debt on the terms of repayment), with the balance to
be used for working capital and general corporate purposes.
Cantor Fitzgerald & Co. is acting as sole
book-running manager for the Offering. Lake Street Capital Markets
LLC and Maxim Group LLC acted as financial advisors to the
Company.
The underwriter may offer the shares from time
to time for sale in one or more transactions on the Nasdaq Capital
Market, in the over-the-counter market, through negotiated
transactions or otherwise at market prices prevailing at the time
of sale, at prices related to prevailing market prices or at
negotiated prices. On February 22, 2021, the last sale price of the
shares as reported on the Nasdaq Capital Market was $5.55 per
share.
The Offering is being made pursuant to a shelf
registration statement (File No. 333-248709) declared effective by
the Securities and Exchange Commission (“SEC”) on September 17,
2020. A preliminary prospectus supplement relating to the Offering
and the accompanying prospectus have been filed with the SEC. The
securities may be offered only by means of a written prospectus,
including a prospectus supplement, forming a part of the effective
registration statement. When available, copies of the final
prospectus supplement and accompanying base prospectus relating to
the Offering may be obtained from the SEC
at http://www.sec.gov. Alternatively, copies of the final
prospectus and the accompanying prospectus relating to the Offering
can be obtained, when available, from Cantor Fitzgerald & Co.,
Attn: Capital Markets, 499 Park Avenue, 6th floor, New York, NY
10022; Email: prospectus@cantor.com. The final terms of the
Offering will be disclosed in a final prospectus supplement to be
filed with the SEC.
This press release shall not constitute an offer
to sell or the solicitation of an offer to buy these securities,
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 PAVmed
PAVmed Inc. is a highly differentiated,
multi-product, commercial-stage medical device company employing a
unique business model designed to advance innovative products to
commercialization rapidly and with less capital than the typical
medical device company. This proprietary model enables PAVmed to
pursue an expanding pipeline strategy with a view to enhancing and
accelerating value creation while seeking to further expand its
pipeline through relationships with its network of clinician
innovators at leading academic centers. PAVmed’s diversified
product pipeline addresses unmet clinical needs encompassing a
broad spectrum of clinical areas with attractive regulatory
pathways and market opportunities. Its four operating divisions
include GI Health (EsoGuard® Esophageal DNA Test, EsoCheck®
Esophageal Cell Collection Device, and EsoCure™ Esophageal Ablation
Device with Caldus™ Technology), Minimally Invasive Interventions
(CarpX® Minimally Invasive Device for Carpal Tunnel Syndrome),
Infusion Therapy (PortIO™ Implantable Intraosseus Vascular Access
Device and NextFlo™ Highly Accurate Infusion Platform Technology),
and Emerging Innovations (non-invasive laser-based glucose
monitoring, pediatric ear tubes, and mechanical circulatory
support).
Forward-Looking Statements
This press release includes forward-looking
statements that involve risks and uncertainties. Forward-looking
statements are statements that are not historical facts. Such
forward-looking statements, based upon the current beliefs and
expectations of PAVmed’s management, are subject to risks and
uncertainties, which could cause actual results to differ from the
forward-looking statements. Risks and uncertainties that may cause
such differences include, among other things, PAVmed’s ability to
complete the offering; volatility in the price of PAVmed’s
common stock, Series W Warrants and Series Z Warrants; general
economic and market conditions; the uncertainties inherent in
research and development, including the cost and time required
advance PAVmed’s products to regulatory submission; whether
regulatory authorities will be satisfied with the design of and
results from PAVmed’s preclinical studies; whether and when
PAVmed’s products are cleared by regulatory authorities; market
acceptance of PAVmed’s products once cleared and commercialized;
our ability to raise additional funding and other competitive
developments. PAVmed has not yet received clearance from the FDA or
other regulatory body to market many of its products. The Company
has been monitoring the COVID-19 pandemic and its impact on our
business. The Company expects the significance of the COVID-19
pandemic, including the extent of its effect on the Company’s
financial and operational results, to be dictated by, among other
things, the success of efforts to contain it and the impact of
actions taken in response. New risks and uncertainties may arise
from time to time and are difficult to predict. All of these
factors are difficult or impossible to predict accurately and many
of them are beyond PAVmed’s control. For a further list and
description of these and other important risks and uncertainties
that may affect PAVmed’s future operations, see Part I, Item IA,
“Risk Factors,” in PAVmed’s most recent Annual Report on Form 10-K
filed with the Securities and Exchange Commission, as the same may
be updated in Part II, Item 1A, “Risk Factors” in any Quarterly
Report on Form 10-Q filed by PAVmed after its most recent Annual
Report. PAVmed disclaims any intention or obligation to publicly
update or revise any forward-looking statement to reflect any
change in its expectations or in events, conditions, or
circumstances on which those expectations may be based, or that may
affect the likelihood that actual results will differ from those
contained in the forward-looking statements.
Contacts:
InvestorsMike HavrillaDirector of Investor
Relations(814) 241-4138JMH@PAVmed.com
MediaShaun O’NeilChief Commercial Officer(518)
812-3087SMO@PAVmed.com
Katie GallagherLaVoieHealthScience(617)
792-3937PAVmed@lavoiehealthscience.com
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