Aditxt Announces $1.2 Million Registered Direct Offering Priced At-The-Market under Nasdaq Rules

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MOUNTAIN VIEW, Calif., August 09, 2024--(BUSINESS WIRE)--Aditxt, Inc., (NASDAQ: ADTX) ("Aditxt" or the "Company"), an innovation company developing and commercializing technologies with a focus on monitoring and modulating the immune system, today announced that it has entered into a securities purchase agreement with certain institutional investors for the purchase and sale of an aggregate of 1,130,189 shares of common stock (or common stock equivalents in lieu thereof) at a purchase price of $1.06 per share (or common stock equivalents in lieu thereof) in a registered direct offering priced at-the-market under Nasdaq rules. The offering is expected to close on or about August 9, 2024, subject to the satisfaction of customary closing conditions.

H.C. Wainwright & Co. is acting as the exclusive placement agent for the offering.

The gross proceeds from the offering are expected to be approximately $1.2 million, prior to deducting placement agent’s fees and other offering expenses payable by Aditxt. Aditxt intends to use $500,000 of the net proceeds from the offering to fund certain obligations under its Amended and Restated Merger Agreement with Evofem Biosciences, Inc. and the remainder for working capital and other general corporate purposes.

The shares of common stock, the pre-funded warrants and the shares of common stock underlying the pre-funded warrants described above are being offered pursuant to a shelf registration statement on Form S-3 (File No. 333-280757) that was filed with the Securities and Exchange Commission (the "SEC") on July 11, 2024, and declared effective on August 6, 2024. The offering of the shares of common stock and pre-funded warrants is made only by means of a prospectus, including a prospectus supplement, forming a part of the effective registration statement. A final prospectus supplement and accompanying prospectus relating to the registered direct offering will be filed with the SEC. Electronic copies of the prospectus supplement, when available, may be obtained on the SEC’s website at https://www.sec.gov and may also be obtained by contacting H.C. Wainwright & Co., LLC at 430 Park Avenue, 3rd Floor, New York, NY 10022, by phone at (212) 856-5711 or e-mail at [email protected]

This press release shall not constitute an offer to sell or a 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.