LAWRENCEVILLE, N.J., July 06, 2017 (GLOBE NEWSWIRE) — Celsion Corporation (the “Company”) (Nasdaq:CLSN) today announced that it has entered into definitive agreements with several institutional investors to purchase an aggregate of approximately $5 million of shares of common stock, or pre-funded warrants in lieu thereof, in a registered direct offering.
The Company agreed to sell an aggregate of approximately 2.435 million shares of common stock, or pre-funded warrants in lieu thereof, at a price of $2.07 per common share or warrant share, respectively, in the registered direct offering. Additionally, the investors will receive, for each share of common stock or pre-funded warrant purchased in the registered direct offering, a Series AAA warrant to purchase one (1) share of common stock and a Series BBB warrant to purchase one (1) share of common stock.The Series AAA warrants have an exercise price of $2.07 per share, are initially exercisable six months following issuance, and terminate five and one-half years following issuance. The Series BBB warrants have an exercise price of $4.75 per share, are immediately exercisable, and terminate one year following issuance.The closing of this offering is expected to take place on or about July 11, 2017, subject to the satisfaction of customary closing conditions.
Oppenheimer & Co. Inc. is acting as the sole placement agent in connection with this offering.
The estimated net proceeds to the Company from the sale of the shares of common stock or pre-funded warrants in the registered direct offering are expected to be approximately $4.3 million. The Company intends to use the net proceeds for general corporate purposes.
A shelf registration statement (File No. 333-206789) relating to the shares of common stock to be issued or shares of common stock underlying the pre-funded warrants in this offering (but not the Series AAA or Series BBB warrants or the shares of common stock underlying such warrants) was filed with and declared effective by the Securities and Exchange Commission (the “SEC”).A prospectus supplement relating to the offering of shares of common stock or shares of common stock underlying the pre-funded warrants to be issued will be filed by the Company with the SEC. Copies of the final prospectus supplement and the accompanying prospectus relating to the securities being offered may also be obtained, when available, from Oppenheimer & Co. Inc. Attention: Syndicate Prospectus Department, 85 Broad Street, 26th Floor, New York, NY 10004, or by telephone at (212) 667-8563, or by email at [email protected]. Electronic copies of the final prospectus supplement and accompanying prospectus will also be available on the SEC’s website at http://www.sec.gov.The Series AAA and Series BBB warrants and the shares of common stock underlying such warrants to be issued in the offering have not been registered under the Securities Act of 1933, as amended, or applicable state securities laws. Accordingly, the Series AAA and Series BBB warrants and shares of common stock underlying such warrants may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act and such applicable state securities laws.
