CRANBURY, N.J., Oct. 23,
2023 /PRNewswire/ -- Palatin Technologies, Inc. (NYSE
American: PTN) ("Palatin" or the "Company"), a biopharmaceutical
company developing first-in-class medicines based on molecules that
modulate the activity of the melanocortin receptor system, today
announced that it has entered into a definitive agreement with an
institutional investor for the issuance and sale of an aggregate of
2,358,491 shares of its common stock (or common stock equivalents
in lieu thereof), at a purchase price of $2.12 per share of common stock (or common stock
equivalents in lieu thereof). Palatin has also agreed to issue in a
private placement warrants to purchase up to an aggregate of
2,358,491 shares of common stock at an exercise price of
$2.12 per share. The warrants will be
issued upon receiving stockholder approval, or earlier if such
approval is not necessary, will become exercisable on the six
months anniversary of the closing date and will expire on the date
that is five and a half years after the closing date.
H.C. Wainwright & Co. is acting as exclusive placement agent
for the offering.
The closing of the offering is expected to occur on or about
October 24, 2023, subject to the
satisfaction of customary closing conditions. The gross proceeds
from the offering are expected to be approximately $5 million. Palatin intends to use the net
proceeds of this offering for general corporate purposes.
The securities described above (excluding the warrants and the
shares of common stock underlying the warrants) are being offered
by Palatin pursuant to a shelf registration statement on Form S-3
(File No. 333-262555) that was previously filed with the Securities
and Exchange Commission ("SEC") on February
7, 2022 and subsequently declared effective on September 26, 2022. The securities are being
offered only by means of a prospectus, including a prospectus
supplement, forming a part of the effective registration statement.
A final prospectus supplement and accompanying base prospectus
relating to, and describing the terms of, the offering will be
filed with the SEC and will be available on the SEC's website
at www.sec.gov. Electronic copies of the final prospectus
supplement and the accompanying base prospectus relating to the
offering, when available, may also be obtained by contacting H.C.
Wainwright & Co., LLC, at 430 Park Ave., New York, New York 10022, by telephone at
(212) 856-5711, or by email at placements@hcwco.com.
The warrants described above will be issued in a private
placement under Section 4(a)(2) of the Securities Act of 1933, as
amended (the "Securities Act"), and Regulation D promulgated
thereunder and, along with the shares of common stock underlying
such warrants, will not be registered under the Securities Act, or
applicable state securities laws. Accordingly, the warrants and
underlying shares of common stock, upon issuance, 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 does not constitute an offer to sell or a
solicitation of an offer to buy the securities in this offering,
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 Palatin
Palatin is a biopharmaceutical company developing first-in-class
medicines based on molecules that modulate the activity of the
melanocortin receptor systems, with targeted, receptor-specific
product candidates for the treatment of diseases with significant
unmet medical need and commercial potential. Palatin's strategy is
to develop products and then form marketing collaborations with
industry leaders to maximize their commercial potential. For
additional information regarding Palatin, please visit Palatin's
website at www.Palatin.com and follow Palatin on Twitter at
@PalatinTech.
Forward-looking Statements
Statements in this press release that are not historical facts,
including statements related to the timing and completion of the
offering, the satisfaction of customary closing conditions related
to the offering and the intended use of proceeds therefrom, are
"forward-looking statements" within the meaning of Section 27A of
the Securities Act of 1933, Section 21E of the Securities Exchange
Act of 1934 and as that term is defined in the Private Securities
Litigation Reform Act of 1995. Palatin intends that such
forward-looking statements be subject to the safe harbors created
thereby. Forward-looking statements reflect the Company's current
views with respect to future events and are based on assumptions
and subject to known and unknown risks and uncertainties, which
change over time, and other factors that may cause the Company's
actual results, performance or achievements to be materially
different from any future results, performance or achievements
expressed or implied by the forward-looking statements. Such
factors include, without limitation, market and other conditions,
the ability of the Company to satisfy all conditions precedent to
the closing of the offering; the anticipated use of proceeds from
the offering; results of clinical trials; regulatory actions by the
FDA and other regulatory and the need for regulatory approvals;
Palatin's ability to fund development of its technology and
establish and successfully complete clinical trials; the length of
time and cost required to complete clinical trials and submit
applications for regulatory approvals; products developed by
competing pharmaceutical, biopharmaceutical and biotechnology
companies; commercial acceptance of Palatin's products; and other
factors discussed in Palatin's periodic filings with the SEC. All
forward-looking statements included in this press release are made
only as of the date of this press release. The Company assumes no
obligation to update any written or oral forward-looking statement,
whether as a result of new information, future events or otherwise
unless required by law.
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SOURCE Palatin Technologies, Inc.