Transaction Information
Vallon Pharmaceuticals, Inc. (NASDAQ: VLON) announced that it has entered into definitive agreements with several institutional and accredited investors for the purchase and sale in a registered direct offering of 3,700,000 shares of its common stock, at a purchase price of $1.0632 per share.
In a concurrent private placement, the Company also agreed to issue to the investors unregistered warrants to purchase up to an aggregate of 3,700,000 shares of its common stock. The warrants have an exercise price of $.9382 per share of common stock, will be exercisable immediately after the date of issuance, and will expire five years following the initial issuance date.
The offering of the common stock described above (but not the warrants or the shares of common stock underlying the warrants) is being made pursuant to an effective "shelf" registration statement on Form S-3 (File No. 333-264448), that was previously filed with the Securities and Exchange Commission ("SEC") and declared effective by the SEC on April 26, 2022. Such shares of common stock may be offered only by means of a prospectus, including a prospectus supplement. A prospectus supplement and accompanying prospectus related to the offering of common stock will be filed with the SEC and will be available on the SEC's website located at http://www.sec.gov.
The warrants issued in the concurrent private placement and shares of common stock underlying the warrants are being offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the "Act"), and Regulation D promulgated thereunder and, along with the shares of common stock underlying the warrants, have not been registered under the Act, or applicable state securities laws. Accordingly, the warrants and underlying shares of common stock 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 Act and such applicable state securities laws.
Ladenburg Thalmann & Co. Inc. acted as the exclusive placement agent for the offering.
About Vallon Pharmaceuticals, Inc.
Vallon Pharmaceuticals, Inc. is a clinical-stage biopharmaceutical company, headquartered in Philadelphia, PA. The Company is focused on the development of new medications to help patients with CNS disorders. For more information, please visit www.vallon-pharma.com.
The information and material presented is provided for informational purposes only and are not to be used or considered as an offer or the solicitation of an offer to sell or buy any securities mentioned herein.