LIXTE Biotechnology Announces Pricing of $3.5 Million Registered Direct Offering and Concurrent Private Placement Priced At-the-Market under Nasdaq Rules
18 Juillet 2023 - 2:00PM
LIXTE Biotechnology Holdings, Inc. (Nasdaq: LIXT and LIXTW)
(“LIXTE” or the “Company”) today announced it has entered into a
securities purchase agreement with a single health-care focused,
institutional investor for the purchase and sale of 583,334 shares
of common stock (or common stock equivalents in lieu thereof) in a
registered direct offering and common warrants to purchase up to
583,334 shares of common stock in a concurrent private placement
(together with the registered direct offering, the “Offering”) at a
purchase price of $6.00 per common share, priced “at-the-market”
under Nasdaq rules. The common warrants issued pursuant to the
concurrent private placement will have an exercise price of $6.00
per share, will be exercisable immediately upon issuance and will
expire 5 years from issuance.
The closing of the Offering is expected to occur
on or about July 20, 2023, subject to the satisfaction of customary
closing conditions. The gross proceeds from the offering are
expected to be approximately $3,500,000, excluding any proceeds
that may be received upon the exercise of the warrants and before
deducting placement agent fees and other offering expenses payable
by the Company.
A.G.P./Alliance Global Partners is acting as
sole placement agent for the Offering.
The common stock and common stock equivalents in
lieu thereof will be issued in a registered direct offering
pursuant to an effective shelf registration statement on Form S-3
(File No. 333-252430) previously filed with the U.S. Securities and
Exchange Commission (the “SEC”), under the Securities Act of 1933,
as amended (the “Securities Act”), and declared effective by the
SEC on February 5, 2021. The common warrants will be issued in a
concurrent private placement. A prospectus supplement describing
the terms of the proposed registered direct offering will be filed
with the SEC and once filed, will be available on the SEC’s website
located at http://www.sec.gov. Electronic copies of the prospectus
supplement may be obtained, when available, from A.G.P./Alliance
Global Partners, 590 Madison Avenue, 28th Floor, New York, New York
10022, or by telephone at (212) 624-2060, or by email at
prospectus@allianceg.com.
The private placement of the common warrants
will be made in reliance on an exemption from registration under
Section 4(a)(2) of the Securities Act and/or Regulation D
thereunder. Accordingly, the securities issued in the concurrent
private placement may not be offered or sold in the United States
except pursuant to an effective registration statement or an
applicable exemption from the registration requirements of the
Securities Act and such applicable state securities laws.
This press release shall not constitute an offer
to sell or the solicitation of an offer to buy nor shall there be
any sale of these securities in any state or 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.
About
LIXTE Biotechnology
Holdings, Inc.
LIXTE Biotechnology Holdings, Inc. is a
clinical-stage pharmaceutical company focused on new targets for
cancer drug development and developing and commercializing cancer
therapies. LIXTE has achieved a breakthrough demonstrating that its
first-in-class lead clinical PP2A inhibitor, LB-100, is
well-tolerated in cancer patients at doses associated with
anti-cancer activity. Based on extensive published preclinical data
(see www.lixte.com), LB-100 has the potential to significantly
improve outcomes for patients undergoing various chemotherapies or
immunotherapies. LIXTE's new approach has no known competitors and
is covered by a comprehensive patent portfolio. Initial
proof-of-concept clinical trials are in progress.
Forward-Looking Statements
This announcement contains certain
forward-looking statements within the meaning of Section 27A of the
Securities Act of 1933, and Section 21E of the Securities Exchange
Act of 1934. For example, statements regarding the Company's
financial position, business strategy and the closing of the
Offering are all forward-looking statements. These statements are
generally accompanied by words such as "intend," anticipate,"
"believe," "estimate," "potential(ly)," "continue," "forecast,"
"predict," "plan," "may," "will," "could," "would," "should,"
"expect" or the negative of such terms or other comparable
terminology. The Company believes that the assumptions and
expectations reflected in such forward-looking statements are
reasonable, based on information available to it on the date
hereof, but the Company cannot provide assurances that these
assumptions and expectations will prove to have been correct or
that the Company will take any action that the Company may
presently be planning. However, these forward-looking statements
are inherently subject to known and unknown risks and
uncertainties. Actual results or experience may differ materially
from those expected or anticipated in the forward-looking
statements. Factors that could cause or contribute to such
differences include, but are not limited to, regulatory policies,
available cash resources, research results, competition from other
similar businesses, and market and general economic factors. This
discussion should be read in conjunction with the Company's filings
with the United States Securities and Exchange Commission at
http://www.sec.gov/edgar.shtml.
For more information about
LIXTE, contact:
info@lixte.com General Phone: (631) 830-7092Investor Phone:
(888) 289-5533
or
PondelWilkinson Inc. Investor
Relationspwinvestor@pondel.comRoger Pondel: (310) 279-5965Laurie
Berman: (310) 279-5962
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