Pasithea Therapeutics Corp. Announces Final Results of Tender Offer
14 Septembre 2023 - 2:30PM
Pasithea Therapeutics Corp. (NASDAQ: KTTA) (“Pasithea” or the
“Company”), a biotechnology company focused on the discovery,
research, and development of innovative treatments for central
nervous system (CNS) disorders, today announced the final results
of its previously announced tender offer to acquire up to 5,714,285
shares of its common stock, par value $0.0001 per share, at a price
of $0.70 per share in cash, less any applicable withholding taxes
and without interest. The tender offer expired at 5:00 p.m. on
September 8, 2023 and was funded entirely through the Company’s
cash on hand.
Based on the final results, a total of 5,323,451
shares of common stock were validly tendered and not withdrawn.
Accordingly, there has been no proration and the Company has
accepted for purchase all shares of common stock validly
tendered.
“We believe Pasithea stockholders have sent a
clear signal expressing confidence in our go-forward plans, given
that lower than the maximum quantity of shares was tendered in the
offer. We are happy to execute this stock buyback and provide
liquidity to stockholders who were seeking an exit, at a premium to
the prevailing market price, and at the same time provide remaining
stockholders who did not want to participate an opportunity to
increase their relative percentage ownership in Pasithea at no
additional cost to them. Over the past 9 months Pasithea has
repurchased in excess of 8.5 million shares of common stock,”
commented Dr. Tiago Reis Marques, CEO of Pasithea. “Pasithea has
successfully executed these repurchases while preserving sufficient
cash to continue to execute its business plan and achieve upcoming
value-creating milestones in its existing therapeutic pipeline. We
look forward to advancing our next generation macrocyclic MEK
inhibitor into the clinic as well as selecting our lead Alpha 5
Beta 1 drug candidate for the treatment of ALS,” concluded Dr.
Marques.
Following completion of the tender offer there
will be 20,819,956 shares of Pasithea’s common stock
outstanding.
Broadridge Corporate Issuer Solutions, LLC
(“Broadridge”), the depositary for the tender offer, will promptly
pay for all of the shares of common stock accepted for purchase in
accordance with the terms and conditions of the tender offer.
Broadridge is also serving as the information
agent for the tender offer. For all questions relating to the
tender offer, please contact: Secretary, Pasithea Therapeutics
Corp., 1111 Lincoln Road, Suite 500, Miami Beach, Florida 33139,
Email info@pasithea.com, Telephone (786) 977-3380 or Broadridge
Corporate Issuer Solutions, LLC, Telephone (855) 793-5068, email
shareholder@Broadridge.com.
About Pasithea Therapeutics
Corp.
Pasithea is a biotechnology company primarily
focused on the discovery, research and development of innovative
treatments for central nervous system (CNS) disorders and
RASopathies. With an experienced team of experts in the fields of
neuroscience, translational medicine, and drug development,
Pasithea is developing new molecular entities for the treatment of
neurological disorders, including Neurofibromatosis type 1 (NF1),
Amyotrophic Lateral Sclerosis (ALS) and Multiple Sclerosis
(MS).
Forward Looking Statements
This press release contains statements that
constitute “forward-looking statements” made pursuant to the safe
harbor provisions of the Private Securities Litigation Reform Act
of 1995. These forward-looking statements include all statements,
other than statements of historical fact, regarding the Company’s
current views and assumptions with respect to future events
regarding its business, as well as other statements with respect to
the Company’s plans, assumptions, expectations, beliefs and
objectives with respect to statements about the tender offer,
including the value of the Company’s common stock purchased in the
tender offer, the success of the Company’s current and future
business strategies, 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. Forward-looking
statements are subject to numerous conditions, many of which are
beyond the control of the Company. While the Company believes these
forward-looking statements are reasonable, undue reliance should
not be placed on any such forward-looking statements, which are
based on information available to the Company on the date of this
release. These forward-looking statements are based upon current
estimates and assumptions and are subject to various risks and
uncertainties, including factors set forth in the Company’s most
recent Form 10-K, Form 10-Q and other factors set forth in the
Company’s most recent Annual Report on Form 10-K, Quarterly Report
on Form 10-Q and other filings made with the U.S. Securities and
Exchange Commission (SEC). Thus, actual results could be materially
different. The Company undertakes no obligation to update these
statements whether as a result of new information, future events or
otherwise, after the date of this release, except as required by
law.
ContactPatrick GaynesCorporate
Communicationspgaynes@pasithea.com
Information AgentBroadridge Corporate Issuer
Solutions, LLC(855) 793-5068shareholder@Broadridge.com
Pasithea Therapeutics (NASDAQ:KTTA)
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