AcelRx sells 5.34M shares at $1.36 in private placement priced ATM

AcelRx Pharmaceuticals announced that it has entered into a definitive agreement for the purchase and sale of an aggregate of 5,340,591 shares of common stock, at a purchase price of $1.36 per share of common stock, and pre-funded warrants to purchase 2,012,356 shares of common stock at a purchase price of $1.359 per pre-funded warrant. The exercise price of the Pre-Funded Warrants is $0.001 per share. Each share of common stock and Pre-Funded Warrant is accompanied by a Series A common warrant and a Series B common warrant to purchase up to an equal number of shares of common stock. The Series A common warrants are exercisable for 7,352,947 shares of common stock and the Series B common warrants are exercisable for 7,352,947 shares of common stock. The Warrants have an exercise price of $1.11 per share, are immediately exercisable upon issuance, and expire five years from the date of issuance; provided that such expiration date will, upon the public announcement by the company of the occurrence of certain milestone events, be accelerated to the date that is 45 days following the date of such public announcement. The private placement was priced “at-the-market” under the rules and regulations of The Nasdaq Stock Market LLC. The private placement is expected to close on or about July 20, 2023, subject to the satisfaction of customary closing conditions. The gross proceeds to the Company from the private placement are expected to be approximately $10M, before deducting the placement agent’s fees and other offering expenses payable by the Company. The potential gross proceeds from the Warrants, if fully exercised on a cash basis, will be approximately $16.3M. No assurance can be given that any of the Warrants will be exercised. The company intends to use the net proceeds for working capital and general corporate purposes, including general and administrative expenses, research and development expenses and capital expenditures. H.C. Wainwright & Co. is acting as the exclusive placement agent for the private placement.