Diffusion Pharmaceuticals Inc (DFFN)

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Diffusion Pharmaceuticals Inc. Announces $6.45 Million Registered Direct Offering & Private Placement


Diffusion Pharmaceuticals Inc. (NASDAQ:DFFN)
Intraday Stock Chart
Today : Friday 24 May 2019


Diffusion Pharmaceuticals Inc. (Nasdaq: DFFN) (“Diffusion,” the “Company,” “we,” “our” or “us”) today announced that it has entered into a definitive securities purchase agreement with certain institutional investors to purchase in a registered direct offering 1,317,060 shares of the Company’s common stock, at a price of $4.77 per share, for aggregate gross proceeds of approximately $6.28 million. The Company also agreed to issue 1,317,060 unregistered warrants to the institutional investors in a concurrent private placement to purchase one share of common stock for each share of common stock purchased with an exercise price of $5.00 per share for aggregate gross proceeds of approximately $165 thousand. The warrants will be exercisable upon issuance and will expire five and a half years following the date of issuance. The closing of the sale of the securities is expected to take place on or about May 28, 2019, subject to the satisfaction of customary closing conditions.
H.C. Wainwright & Co. is acting as the exclusive placement agent in connection with the registered direct offering and the concurrent private placement.

Diffusion currently intends to use the net proceeds from the offering to fund research and development of our lead product candidate, TSC, including clinical trial activities, and for general corporate purposes.

The shares of common stock (but not the warrants or the shares of common stock underlying the warrants) are being offered pursuant to a “shelf” registration statement on Form S-3 (File No. 333-231541), which was declared effective by the Securities and Exchange Commission (SEC) on May 22, 2019. A prospectus supplement and the accompanying prospectus relating to the registered direct offering will be filed with the SEC. Copies of the prospectus supplement and the accompanying prospectus relating to the registered direct offering may be obtained, when available, from H.C. Wainwright & Co., LLC, 430 Park Avenue 3rd Floor, New York, NY 10022, or by calling [phone] or by emailing [e-mail] or at the SEC’s website at http://www.sec.gov.

The warrants and shares issuable upon exercise of the warrants offered in the concurrent private placement have not been registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration with the SEC or an applicable exemption from such registration requirements.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction