Cingulate Inc. Announces Closing of Initial Public Offering

Rhea-AI Summary

Cingulate Inc. has successfully completed its initial public offering, selling 4,166,666 shares of common stock along with warrants, generating approximately $25 million in gross proceeds. The shares and warrants now trade on the Nasdaq under the symbols ‘CING’ and ‘CINGW’, respectively. The funds will primarily support research and development for their product candidates, including CTx-1301 and CTx-1302, and cover various financial obligations. An over-allotment option was partially exercised, allowing for the sale of additional shares and warrants.

Positive

• Raised approximately $25 million for R&D and pre-commercialization efforts.
• Plans to enhance product development for ADHD treatments with proprietary technology.
• Potential for growth in additional therapeutic areas utilizing the PTR technology.

Negative

• Dilution risk for existing shareholders due to the issuance of new shares.
• Market volatility during the IPO process could affect share price.

KANSAS CITY, Kan., Dec. 10, 2021 (GLOBE NEWSWIRE) -- Cingulate Inc. (“Cingulate” or the “Company”), a clinical-stage biopharmaceutical company utilizing its proprietary Precision Timed Release™ (PTR™) drug delivery platform technology to build and advance a pipeline of next-generation products, today announced the closing of its initial public offering of 4,166,666 shares of common stock and accompanying warrants to purchase 4,166,666 shares of common stock. Each share of common stock was sold together with one warrant to purchase one share of common stock with an exercise price of $6.00 at a combined public offering price of $6.00 per share and accompanying warrant.

Gross proceeds for the offering were approximately $25.0 million, before underwriting discounts and commissions and estimated offering expenses. Cingulate intends to use the net proceeds of the offering for continued research and development and pre-commercialization planning of CTx-1301, continued research and development of CTx-1302, proof of concept study for CTx-2103, to satisfy obligations under certain related party notes, to satisfy outstanding accrued payroll expenses to employees, including our executive officers, and for working capital, capital expenditures and general corporate purposes, including investing further in research and development efforts.

The Company granted the underwriters a 45-day over-allotment option to purchase up to an additional 624,999 shares of common stock and/or warrants to purchase up to an additional 624,999 shares of common stock at the initial public offering price. On December 10, 2021, the Company issued warrants to purchase 624,999 shares of common stock pursuant to the partial exercise of the underwriters’ over-allotment option.

The shares and warrants began trading on the Nasdaq Capital Market under the ticker symbols “CING” and “CINGW,” respectively, on December 8, 2021.

Aegis Capital Corp. acted as lead book-running manager and Laidlaw & Company (UK) Ltd. acted as co-bookrunning manager for the offering.

A registration statement on Form S-1 relating to the securities being sold in this offering was declared effective by the Securities and Exchange Commission (“SEC”) on December 7, 2021. The offering was made only by means of a prospectus. Copies of the final prospectus are available on the SEC's website, www.sec.gov, or by contacting Aegis Capital Corp., Attention: Syndicate Department, 810 7^th Avenue, 18^th Floor, New York, NY 10019, by email at syndicate@aegiscap.com, or by telephone at (212) 813-1010.

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

About Cingulate^®

Cingulate Inc. is a clinical-stage biopharmaceutical company utilizing its proprietary Precision Timed Release™ (PTR™) drug delivery platform technology to build and advance a pipeline of next-generation pharmaceutical products, designed to improve the lives of patients suffering from frequently diagnosed conditions characterized by burdensome daily dosing regimens and suboptimal treatment outcomes. With an initial focus on the treatment of Attention Deficit/Hyperactivity Disorder (ADHD), Cingulate is identifying and evaluating additional therapeutic areas where PTR technology may be employed to develop future product candidates.

CTx-1301 (dexmethylphenidate) and CTx-1302 (dextroamphetamine) are engineered using an innovative, versatile platform technology that will enable the formulation and manufacturing of single-dose, multi-release tablets designed to deliver a rapid onset and last the entire active-day, while providing a controlled descent of drug to optimize treatment. Cingulate’s formulation will be designed as a once-daily, multi-release tablet with clear differentiation and compelling advantages over current treatment options.

Cingulate is headquartered in Kansas City. For more information visit Cingulate.com.

Forward-Looking Statements

This press release contains certain forward-looking statements, including those relating to the use of proceeds and other statements that are predictive in nature. Forward-looking statements are based on the Company's current expectations and assumptions. The Private Securities Litigation Reform Act of 1995 provides a safe-harbor for forward-looking statements. These statements may be identified by the use of forward-looking expressions, including, but not limited to, "expect," "anticipate," "intend," "plan," "believe," "estimate," "potential," "predict," "project," "should," "would" and similar expressions and the negatives of those terms. Prospective investors are cautioned not to place undue reliance on such forward-looking statements, which speak only as of the date of this press release. The Company undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future events or otherwise. Important factors that could cause actual results to differ materially from those in the forward-looking statements are set forth in the Company's filings with the Securities and Exchange Commission, including its registration statement on Form S-1, as amended from time to time, under the caption "Risk Factors.

Contacts:

Investors
Thomas Dalton
Head of Investor & Public Relations, Cingulate
TDalton@cingulate.com
913-942-2301

Andy Brimmer / Amy Feng / Tim Ragones
Joele Frank, Wilkinson Brimmer Katcher
abrimmer@joelefrank.com
afeng@joelefrank.com
tragones@joelefrank.com
212-355-4449

Media
Melyssa Weible
Elixir Health Public Relations
mweible@elixirhealthpr.com
201-723-5805

FAQ

What are the details of Cingulate's recent IPO?

Cingulate's IPO involved 4,166,666 shares and warrants, generating about $25 million in gross proceeds, trading under 'CING' and 'CINGW'.

How will Cingulate use the proceeds from its IPO?

The funds will be used for research and development, pre-commercialization planning, and addressing financial obligations.

What is the exercise price of the warrants issued in Cingulate's IPO?

The warrant exercise price is set at $6.00 per share as part of the IPO.

What was the response to Cingulate's IPO offering?

The IPO was closed successfully with an additional partial exercise of the underwriters' over-allotment option.