Blue Water Biotech Declares Train of Warrants and
CINCINNATI, Aug. 01, 2023 (GLOBE NEWSWIRE) — Blue Water Biotech, Inc. (“Blue Water” or the “Firm”) (Nasdaq: BWV), right this moment introduced it has entered right into a definitive settlement for the train of sure current warrants to buy 2,486,214 shares of its frequent inventory at a diminished train worth of $1.09 per share, in alternate for brand spanking new warrants as described under. The mixture gross proceeds from the train of the present warrants is predicted to complete roughly $2.7 million, earlier than deducting placement agent charges and different providing bills payable by the Firm. The transaction is predicted to shut on or about August 2, 2023, topic to satisfaction of customary closing situations.
H.C. Wainwright is performing because the unique placement agent for this transaction.
The Firm expects to make use of the web proceeds from the transaction for working capital and common company functions, together with executing on launch actions for Blue Water’s business portfolio introduced in a letter to shareholders issued earlier this month.
The shares of frequent inventory issuable upon train of the present warrants are registered pursuant to an current registration assertion on a Put up-Efficient Modification No. 1 to Type S-1 on Type S-3 (File No. 333-267142), declared efficient by the Securities and Trade Fee (the “SEC”) on Could 4, 2023.
In consideration for the rapid train of the present warrants for money, the Firm will challenge new unregistered warrants to buy shares of frequent inventory in a non-public placement pursuant to Part 4(a)(2) of the Securities Act of 1933, as amended (the “1933 Act”). The shares of frequent inventory issuable upon train of the brand new warrants is topic to stockholder approval. The Firm agreed to convene a stockholders’ assembly on or earlier than 90 days following the cut-off date of the transaction to acquire such approval. The brand new warrants will likely be exercisable for as much as an combination of 4,972,428 shares of frequent inventory, at an train worth of $1.09 per share and have a time period of train equal to 5 years from the date of stockholder approval.
The brand new warrants supplied within the non-public placement haven’t been registered below the 1933 Act, or relevant below state securities legal guidelines. Accordingly, the brand new warrants and shares of frequent inventory issuable upon the train of the brand new warrants might not be supplied or bought in america besides pursuant to an efficient registration assertion or an relevant exemption from the registration necessities of the Securities Act and such relevant state securities legal guidelines. As a part of the providing, the Firm has agreed to file a resale registration assertion on Type S-3 with the SEC as quickly as practicable to register the resale of the shares of frequent inventory issuable upon the train of the brand new warrants issued within the non-public placement, and to have such resale registration assertion declared efficient inside 90 days following the date of the settlement.
This press launch doesn’t represent a suggestion to promote or the solicitation of a suggestion to purchase these securities, nor shall there be any sale of those securities in any jurisdiction during which such supply, solicitation or sale could be illegal previous to the registration or qualification below the securities legal guidelines of any such jurisdiction.
About Blue Water Biotech
Blue Water Biotech, Inc. is a biotechnology and pharmaceutical firm centered on creating and commercializing transformational therapies to deal with important well being challenges globally. Headquartered in Cincinnati, OH, the Firm owns ENTADFI®, an FDA-approved, as soon as each day capsule that mixes finasteride and tadalafil for the remedy of benign prostatic hyperplasia. This mixture permits males to obtain remedy for his or her signs of benign prostatic hyperplasia with out the detrimental sexual uncomfortable side effects usually seen in sufferers on finasteride alone. The Firm can be within the technique of buying authorized therapies from WraSer, LLC, and Xspire Pharma, LLC, together with ZONTIVITY® (discount of thrombotic cardiovascular occasions in sufferers with myocardial infarction or with peripheral arterial illness), OTOVEL® (acute otitis media with tympanostomy tubes), CETRAXAL® (acute otitis externa), CONJUPRI® (hypertension), TREZIX™ (reasonable to extreme ache) and NALFON® (NSAID remedy for ache and irritation). The Firm additionally has a sturdy preclinical vaccine pipeline. Blue Water holds the rights to proprietary expertise developed on the College of Oxford, Cincinnati Kids’s Hospital Medical Middle, St. Jude Kids’s Hospital, and The College of Texas Well being Science Middle at San Antonio. Blue Water is creating a Streptococcus pneumoniae vaccine candidate, designed to particularly stop extremely infectious center ear infections, generally known as AOM, in youngsters, and prevention of pneumonia within the aged. The Firm can be creating a common flu vaccine that can present safety from all virulent strains along with licensing a novel norovirus S&P nanoparticle versatile virus-like particle vaccine platform from Cincinnati Kids’s to develop vaccines for a number of infectious ailments, together with Marburg and monkeypox, amongst others. Moreover, the Firm is creating a Chlamydia vaccine candidate with UT Well being Science Middle San Antonio to forestall an infection and cut back the necessity for antibiotic remedy related to contracting Chlamydia illness. For extra details about Blue Water, go to.
Cautionary Word Concerning Ahead-Wanting Statements
Sure statements on this press launch are forward-looking inside the which means of the Personal Securities Litigation Reform Act of 1995. These statements could also be recognized by way of forward-looking phrases comparable to “anticipate,” “imagine,” “forecast,” “estimate,” “anticipate,” and “intend,” amongst others. These forward-looking statements (together with, with out limitation, statements relating to the completion of the providing, the satisfaction of customary closing situations, the meant use of proceeds from the providing, the anticipated advantages of the Firm’s agreements with Knipper, UpScript, IQVIA, APS and bfw and the anticipated outcomes of the Firm’s gross sales and advertising and marketing efforts for its business stage merchandise as described herein) are primarily based on Blue Water’s present expectations and precise outcomes might differ materially. There are a variety of things that might trigger precise occasions to vary materially from these indicated by such forward-looking statements. These components embrace, however aren’t restricted to, market and different situations, dangers associated to Blue Water’s capacity to comprehend the advantages of its acquisitions of ENTADFI®, ZONTIVITY®, OTOVEL®, CETRAXAL®, CONJUPRI®, TREZIX™ and NALFON®; dangers associated to Blue Water’s capacity to develop its enterprise scope, commercialize ENTADFI® and combine the property and business operations being acquired from WraSer, LLC, and Xspire Pharma, LLC into Blue Water’s enterprise; dangers associated to Blue Water’s capacity to draw, rent and retain expert personnel and set up an efficient gross sales workforce; dangers associated to Blue Water’s capacity to determine, preserve and optimize key third occasion business collaboration agreements (comparable to these with Knipper, UpScript, IQVIA, APS and bfw); dangers associated to the Firm’s current want for capital to shut its asset acquisitions, commercially launch the Firm’s acquired merchandise and have ample working capital; dangers associated to the event of Blue Water’s vaccine candidates; the failure to acquire FDA clearances or approvals and noncompliance with FDA laws; dangers associated to the timing and progress of medical improvement of our product candidates; uncertainties of patent safety and litigation; uncertainties of presidency or third occasion payor reimbursement; restricted analysis and improvement efforts and dependence upon third events; and substantial competitors. As with all commercial-stage pharmaceutical product or any product candidate below medical improvement, there are important dangers within the improvement, regulatory approval and commercialization of pharmaceutical merchandise. Blue Water doesn’t undertake an obligation to replace or revise any forward-looking assertion. Traders ought to learn the danger components set forth in Blue Water’s Annual Report on Type 10-Okay, filed with the SEC on March 9, 2023 and periodic reviews filed with the SEC on or after the date thereof. All of Blue Water’s forward-looking statements are expressly certified by all such threat components and different cautionary statements. The knowledge set forth herein speaks solely as of the date thereof.
Media Contact Data:
Blue Water Media Relations
Phone: (646) 942-5591
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Blue Water Investor Relations
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