WARRINGTON, Pa., Jan. 20, 2023 (GLOBE NEWSWIRE) — Windtree Therapeutics, Inc. (NASDAQ: WINT) today announced it has entered into warrant inducement offer letters to raise approximately $1.0 million in gross proceeds from the exercise of warrants to purchase 4,808,595 shares of the Company’s common stock, par value $0.001 per share, in the aggregate.
Pursuant to the Inducement Offer Letters, the Company agreed to reduce the exercise price of certain of its previously issued warrants to $0.20 per share of Common Stock underlying such warrants. The warrants so amended include (i) warrants issued in December 2019 to purchase 78,643 shares of Common Stock (prior exercise price: $12.09 per share), (ii) warrants issued in May 2020 to purchase 279,889 shares of Common Stock (prior exercise price: $7.975 per share); and (iii) warrants issued in March 2021 to purchase 4,450,063 shares of Common Stock (prior exercise price: $3.60 per share) (collectively, the “Warrants”).
Concurrently with the reduction in exercise prices of the Warrants, the investors party to the Inducement Offer Letters agreed to exercise their Warrants at the reduced exercise price (collectively, the “Warrant Exercise”). In addition, the Company agreed to issue to such investors new warrants to purchase 9,617,190 shares of Common Stock in the aggregate at an exercise price of $0.2152 per share (the “New Warrants”). The New Warrants will be exercisable six months from the date of issuance and will expire five years from their initial exercise date.
The exercise of the Warrants is expected to result in gross proceeds to the Company of approximately $1.0 million, before deducting fees and expenses.
Ladenburg Thalmann & Co. Inc. acted as the exclusive warrant inducement agent.
The New Warrants are being offered in a private placement pursuant to an applicable exemption from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), and, along with the shares of common stock issuable upon their exercise, have not been registered under the Securities Act, and may not be offered or sold in the United States absent registration with the Securities and Exchange Commission (the “SEC”) or an applicable exemption from such registration requirements. The securities were offered only to accredited investors. The Company has agreed to file a registration statement with the SEC covering the resale of shares of Common Stock issuable upon exercise of the New Warrants within ninety calendar days after the date of the Inducement Offer Letters.
This press release shall not constitute an offer to sell or a 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 the registration or qualification under the securities laws of any such state or jurisdiction.
About Windtree Therapeutics, Inc.
Windtree Therapeutics, Inc. is advancing multiple late-stage interventions for cardiovascular disorders to treat patients in moments of crisis. Using new scientific and clinical approaches, Windtree is developing a multi-asset franchise anchored around compounds with an ability to activate SERCA2a, with lead candidate, istaroxime, being developed as a first-in-class treatment for acute heart failure and for early cardiogenic shock. Windtree’s heart failure platform includes follow-on oral pre-clinical SERCA2a activator assets as well. In pulmonary care, Windtree has focused on facilitating the transfer of the KL4 surfactant platform to its licensee, Lee’s Pharmaceutical (HK) Ltd. Included in Windtree’s portfolio is rostafuroxin, a novel precision drug product targeting hypertensive patients with certain genetic profiles.