CRANFORD, N.J., May 14, 2020 /PRNewswire/ -- Citius
Pharmaceuticals, Inc. (Nasdaq:
CTXR), a specialty pharmaceutical company focused on adjunctive
cancer care and critical care drug products, today announced that
it has entered into definitive agreements with several
institutional and accredited investors for the purchase of
7,058,824 shares of its common stock, at a purchase price per share
of $1.0625 for gross proceeds of
approximately $7.5 million, in a
registered direct offering priced at-the-market under Nasdaq rules.
Additionally, Citius has also agreed to issue to the investors
unregistered warrants to purchase up to 3,529,412 shares of its
common stock. The closing of the offering is expected to take place
on or about May 18, 2020, subject to
the satisfaction of customary closing conditions.
H.C. Wainwright & Co. is acting as the exclusive placement
agent for the offering.
The warrants have an exercise price of $1.00 per share, will be immediately exercisable,
and will expire five and one-half years from the issue date.
Citius intends to use the net proceeds from the offering for
general corporate purposes, including clinical trial expenses,
research and development expenses, manufacturing expenses and
general and administrative expenses.
The shares of common stock described above (but not the warrants
or the shares of common stock underlying the warrants) are being
offered pursuant to a "shelf" registration statement (File No.
333-221492) filed with the Securities and Exchange Commission (SEC)
and declared effective on December 15,
2017. Such shares of common stock may be offered only by
means of a prospectus, including a prospectus supplement, forming a
part of the effective registration statement. A final prospectus
supplement and the accompanying prospectus relating to the offering
of the shares of common stock will be filed with the SEC and be
available at the SEC's website at www.sec.gov. Electronic copies of
the prospectus supplement and the accompanying prospectus relating
to the offering of the shares of common stock may also be obtained,
when available, by contacting H.C. Wainwright & Co., LLC at 430
Park Avenue, 3rd Floor, New
York, NY 10022, by emailing placements@hcwco.com or by
calling 646-975-6996.
The warrants described above were offered in a private placement
under Section 4(a)(2) of the Securities Act of 1933, as amended
(the "Act"), and Regulation D promulgated thereunder and, along
with the shares of common stock underlying the warrants, have not
been registered under the Act, or applicable state securities laws.
Accordingly, the warrants and underlying shares of common stock 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 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 any of the securities described
herein, 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 Citius Pharmaceuticals, Inc.
Citius is a late-stage specialty pharmaceutical company
dedicated to the development and commercialization of critical care
products, with a focus on anti-infectives and cancer care. For more
information, please visit www.citiuspharma.com.
Safe Harbor
This press release may contain "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. Such statements
are made based on our expectations and beliefs concerning future
events impacting Citius. You can identify these statements by the
fact that they use words such as "will," "anticipate," "estimate,"
"expect," "should," and "may" and other words and terms of similar
meaning or use of future dates. Forward-looking statements are
based on management's current expectations and are subject to risks
and uncertainties that could negatively affect our business,
operating results, financial condition and stock price.
Factors that could cause actual results to differ materially
from those currently anticipated are: risks related to market
conditions, the completion of the common stock and warrant
financing, including the satisfaction of the closing conditions,
and the use of anticipated proceeds; risks associated with
conducting clinical trials and drug development; the estimated
markets for our product candidates and the acceptance thereof by
any market; risks related to our growth strategy; risks relating to
the results of research and development activities; uncertainties
relating to preclinical and clinical testing; the early stage of
products under development; our ability to obtain, perform under
and maintain financing and strategic agreements and relationships;
our ability to identify, acquire, close and integrate product
candidates and companies successfully and on a timely basis; our
dependence on third-party suppliers; our ability to attract,
integrate, and retain key personnel; our need for substantial
additional funds; government regulation; patent and intellectual
property matters; competition; as well as other risks described in
our SEC filings. We expressly disclaim any obligation or
undertaking to release publicly any updates or revisions to any
forward-looking statements contained herein to reflect any change
in our expectations or any changes in events, conditions or
circumstances on which any such statement is based, except as
required by law.
Contact:
Andrew Scott
Vice President, Corporate Development
(O) 908-967-6676
ascott@citiuspharma.com
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SOURCE Citius Pharmaceuticals, Inc.