Sol-Gel announces $22.8M registered direct, private placement offerings

Sol-Gel Technologies announced today the pricing of a registered direct offering with Armistice Capital for the sale and purchase of 2,560,000 shares of the Company’s ordinary shares, par value NIS 0.1, at a purchase price of $5.00 per share, in a registered direct offering. Concurrent with the Registered Direct Offering, the Company has also agreed to issue to Armistice Capital unregistered warrants to purchase up to 2,560,000 Ordinary Shares in a concurrent private placement. Also, M. Arkin Dermatology Ltd., an entity wholly-owned by Mr. Mori Arkin, the Chairman of Sol-Gel’s Board of Directors and indirect controlling shareholder, agreed to purchase 2,000,000 Ordinary Shares, and warrants to purchase up to 2,000,000 Ordinary Shares in a concurrent private placement, at purchase price of $5.00 per share. The Warrants will have an exercise price of $5.85 per Ordinary Share and will become exercisable beginning six months from the date hereof and will expire five years thereafter. The Company will only receive gross proceeds from the Warrants to the extent the Warrants are exercised for cash. The aggregate gross proceeds of the Registered Direct Offering and the Concurrent Private Placements are expected to be approximately $22.8 million before deducting placement agent fees and other offering expenses payable by the Company. The Company expects the Registered Direct Offering and the Warrant Private Placement to close on or about January 31, 2023, subject in each case to the satisfaction of customary closing conditions. The closing of the Affiliate Private Placement is subject to the satisfaction of certain conditions, including the receipt of disinterested shareholder approval. In addition, each of the Concurrent Private Placements is contingent on the closing of the Registered Direct Offering. The closing of the Registered Direct Offering is not contingent on the closing of the Concurrent Private Placements. Raymond James & Associates, Inc. is acting as the exclusive placement agent for the Registered Direct Offering and Warrant Private Placement. The Company intends to use the net proceeds from the Offerings to fund the acquisition of SGT-610, the topically-applied patidegib, a new chemical entity hedgehog signaling pathway blocker, for the treatment of Gorlin syndrome, research and development activities for SGT-610 through its planned clinical trial and the remainder for working capital and other general corporate purposes. The Company believes that the net proceeds from the Registered Direct Offering and the Concurrent Private Placements, together with its existing cash resources, will be sufficient to enable the Company to fund its operating expenses and capital expenditure requirements into the second half of 2025.