On November 20, 2019, CytoDyn Inc. (the “Company
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Posted On: 11/20/2019 9:07:14 AM
On November 20, 2019, CytoDyn Inc. (the “Company”) entered into Subscription Agreements (the “Subscription Agreements”) with certain investors (the “Investors”) for the sale by the Company of 7,395,000 shares (the “Common Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), in a registered direct offering (the “Offering”). The Investors in the Offering also received warrants to purchase 5,546,250 shares of Common Stock (the “Warrants”). Each share of Common Stock was sold together with three quarters of one Warrant to purchase one share of Common Stock for a combined purchase price of $0.30. The Company did not engage any placement agent in the Offering.
The aggregate gross proceeds for the sale of the Common Shares and Warrants will be approximately $2.2 million. Subject to certain ownership limitations, the Warrants will be exercisable commencing on the issuance date at an exercise price equal to $0.45 per share of Common Stock, subject to adjustments as provided under the terms of the Warrants. The Warrants are exercisable for five years from the date of issuance. The closing of the sales of these securities under the Subscription Agreements is expected to occur on or about November 20, 2019.
The net proceeds to the Company from the transactions, after deducting the Company’s estimated offering expenses (including a cash “tail” fee to our placement agent in connection with a prior offering, as described below), and excluding the proceeds, if any, from the exercise of the Warrants, are expected to be approximately $2.2 million. The Company intends to use the net proceeds from the transactions to fund clinical trials for its lead product candidate and for general corporate purposes.
The securities sold in the Offering were offered and sold by the Company pursuant to an effective shelf registration statement on Form S-3, which was initially filed with the Securities and Exchange Commission (the “SEC”) on February 23, 2018 and subsequently declared effective on March 7, 2018 (File No. 333-223195) (the “Registration Statement”), and the base prospectus dated as of March 7, 2018 contained therein. The Company will file a prospectus supplement with the SEC in connection with the sale of the securities.
The aggregate gross proceeds for the sale of the Common Shares and Warrants will be approximately $2.2 million. Subject to certain ownership limitations, the Warrants will be exercisable commencing on the issuance date at an exercise price equal to $0.45 per share of Common Stock, subject to adjustments as provided under the terms of the Warrants. The Warrants are exercisable for five years from the date of issuance. The closing of the sales of these securities under the Subscription Agreements is expected to occur on or about November 20, 2019.
The net proceeds to the Company from the transactions, after deducting the Company’s estimated offering expenses (including a cash “tail” fee to our placement agent in connection with a prior offering, as described below), and excluding the proceeds, if any, from the exercise of the Warrants, are expected to be approximately $2.2 million. The Company intends to use the net proceeds from the transactions to fund clinical trials for its lead product candidate and for general corporate purposes.
The securities sold in the Offering were offered and sold by the Company pursuant to an effective shelf registration statement on Form S-3, which was initially filed with the Securities and Exchange Commission (the “SEC”) on February 23, 2018 and subsequently declared effective on March 7, 2018 (File No. 333-223195) (the “Registration Statement”), and the base prospectus dated as of March 7, 2018 contained therein. The Company will file a prospectus supplement with the SEC in connection with the sale of the securities.
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