Aclarion Announces Pricing of $3.0 Million Public Offering

Rhea-AI Summary

Aclarion, Inc. announced the pricing of a public offering of 5,175,000 units at $0.58 per unit, expecting gross proceeds of approximately $3.0 million. The offering includes common stock, pre-funded warrants, and common warrants, with Maxim Group LLC acting as the sole placement agent. The offering is expected to close on February 27, 2024.

Insights

Financial Analyst

The public offering of Aclarion, Inc. at a price of $0.58 per unit, consisting of common stock and warrants, is a strategic move aimed at raising capital. The proceeds of approximately $3.0 million, before fees and expenses, are poised to fund the company's operations and development projects. Analyzing the offering price and the terms of the warrants, which are immediately exercisable, it appears that Aclarion is incentivizing immediate investment, potentially to accelerate their growth plans or to fund ongoing research and development. The five-year expiration on the warrants also provides a medium-term horizon for investors to consider the company's value proposition.

It's crucial to assess the dilutive impact of such an offering on current shareholders. With over 5 million units being sold, existing stockholders may experience a decrease in their ownership percentage and potential earnings per share. However, if the capital is used effectively to advance Aclarion's healthcare technology, it could lead to future growth that might offset this dilution.

Market Research Analyst

The healthcare technology sector is highly competitive and Aclarion's focus on biomarkers and augmented intelligence for chronic low back pain identification places it within a niche market with significant growth potential. The success of this public offering could be indicative of investor confidence in the company's proprietary technology and its market potential. Market trends show increasing demand for innovative healthcare solutions, which could work in Aclarion's favor if their technology proves to be effective and gains market acceptance.

However, the relatively low offering price could signal to the market a potential undervaluation or an urgent need for cash. Investors will be watching closely to see if the funds raised will lead to tangible product advancements and market penetration, which would be critical in justifying the current valuation and terms of the offering.

Medical Technology Analyst

Aclarion's proprietary augmented intelligence algorithms represent a convergence of technology and healthcare that could potentially transform the diagnosis and treatment of chronic low back pain. The capital raised through this public offering is likely earmarked for further development and validation of their technology. Success in this field not only depends on technological innovation but also on the ability to navigate regulatory pathways and effectively integrate into existing clinical workflows.

Investment in such a specialized area of healthcare technology is often considered high-risk due to the rigorous clinical and regulatory hurdles that must be overcome. However, if Aclarion can demonstrate clinical efficacy and cost-effectiveness, the long-term impact on the healthcare system and the company's financial performance could be substantial. Stakeholders will be interested in post-offering developments, particularly in terms of how the company progresses with clinical trials, regulatory approvals and partnerships with healthcare providers.

BROOMFIELD, CO, Feb. 26, 2024 (GLOBE NEWSWIRE) -- via NewMediaWire -- Aclarion, Inc. (“Aclarion” or the “Company”) (Nasdaq: ACON, ACONW), a healthcare technology company that is leveraging biomarkers and proprietary augmented intelligence algorithms to help physicians identify the location of chronic low back pain, today announced the pricing of its public offering of 5,175,000 units, with each unit consisting of one share of common stock (or one pre-funded warrant in lieu thereof), and two common warrants, with each common warrant to purchase one share of common stock.  Each unit is being sold at a public offering price of $0.58. The common warrants will be immediately exercisable at a price of $0.58 per share and will expire five years from the date of issuance. The shares of common stock (or pre-funded warrants in lieu thereof) and accompanying common warrants can only be purchased together in this offering, but will be issued separately and will be immediately separable upon issuance.

Gross proceeds, before deducting placement agent fees and other offering expenses, are expected to be approximately $3.0 million. The offering is expected to close on February 27, 2024, subject to customary closing conditions.

Maxim Group LLC is acting as sole placement agent in connection with this offering.

The securities described above are being offered pursuant to a registration statement on Form S-1, as amended (File No. 333-275989) (the “Registration Statement”), which was declared effective by the Securities and Exchange Commission (the "SEC") on February 26, 2024. The offering is being made only by means of a prospectus which is a part of the Registration Statement. A preliminary prospectus relating to the offering has been filed with the SEC. Copies of the final prospectus relating to this offering, when available, will be filed with the SEC and may be obtained from Maxim Group LLC, 300 Park Avenue, 16th Floor, New York, NY 10022, at (212) 895-3745.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy any of the securities described herein, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction.

About Aclarion, Inc.

Aclarion is a healthcare technology company that leverages Magnetic Resonance Spectroscopy (“MRS”), proprietary signal processing techniques, biomarkers, and augmented intelligence algorithms to optimize clinical treatments. The Company is first addressing the chronic low back pain market with Nociscan, the first, evidence-supported, SaaS platform to noninvasively help physicians distinguish between painful and nonpainful discs in the lumbar spine. Through a cloud connection, Nociscan receives magnetic resonance spectroscopy (MRS) data from an MRI machine for each lumbar disc being evaluated. In the cloud, proprietary signal processing techniques extract and quantify chemical biomarkers demonstrated to be associated with disc pain. Biomarker data is entered into proprietary algorithms to indicate if a disc may be a source of pain. When used with other diagnostic tools, Nociscan provides critical insights into the location of a patient’s low back pain, giving physicians clarity to optimize treatment strategies. For more information, please visit www.aclarion.com.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 about the Company’s current expectations about future results, performance, prospects and opportunities. Statements that are not historical facts, such as “anticipates,” “believes” and “expects” or similar expressions, are forward-looking statements.

This press release contains forward-looking statements, among other items, regarding the Company’s ability to satisfy closing conditions related to the offering. All of our forward-looking statements are based on the current plans and expectations of management and are subject to a number of uncertainties and risks that could significantly affect the Company’s current plans and expectations, as well as future results of operations and financial condition. These and other risks and uncertainties are discussed more fully in our filings with the Securities and Exchange Commission. Readers are encouraged to review the section titled “Risk Factors” in the Registration Statement, as well as other disclosures contained in such Registration Statement and the Company’s other filings made with the Securities and Exchange Commission. Forward-looking statements contained in this announcement are made as of this date and the Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Investor Contacts:
Kirin M. Smith
PCG Advisory, Inc.
646.823.8656
ksmith@pcgadvisory.com

Media Contacts:
Jodi Lamberti
SPRIG Consulting
612.812.7477
jodi@sprigconsulting.com

FAQ

What is the pricing of the public offering announced by Aclarion, Inc.?

The public offering consists of 5,175,000 units priced at $0.58 per unit.

How much gross proceeds are expected from the offering by Aclarion, Inc.?

Approximately $3.0 million in gross proceeds are expected from the offering.

Who is acting as the sole placement agent for the offering by Aclarion, Inc.?

Maxim Group LLC is acting as the sole placement agent for the offering.

When is the expected closing date of the offering by Aclarion, Inc.?

The offering is expected to close on February 27, 2024.

What securities are included in the public offering by Aclarion, Inc.?

The offering includes common stock, pre-funded warrants, and common warrants.