Gain Therapeutics Announces Pricing of $11.0 Million Public Offering
Gain Therapeutics announced the pricing of an $11.0 million public offering, consisting of 7,116,547 common shares at $1.35 per share and pre-funded warrants for 1,031,602 shares. The pre-funded warrants are exercisable immediately. Gain has also given the underwriter a 30-day option to purchase an additional 1,222,222 common shares. Titan Partners Group is the sole bookrunner. The offering is set to close around June 17, 2024, pending customary conditions. The proceeds will support clinical and nonclinical development of GT-02287 for neurodegenerative diseases and other corporate purposes. The securities are being offered via a prospectus supplement, which is available on the SEC's website.
- Gross proceeds expected to reach approximately $11.0 million.
- Funds will support clinical and nonclinical development of lead product candidate GT-02287 for neurodegenerative diseases.
- Pre-funded warrants are immediately exercisable, potentially providing additional funds quickly if exercised.
- Titan Partners Group is acting as the sole bookrunner, providing professional underwriting services.
- Share dilution risk with the issuance of 7,116,547 common shares and pre-funded warrants for 1,031,602 shares.
- Potential additional dilution if underwriter's option to purchase 1,222,222 more shares is exercised.
- Offering price of $1.35 per share may indicate lower market valuation.
Insights
Gain Therapeutics' recent public offering of $11.0 million through the sale of common stock and pre-funded warrants is a significant event. This move is primarily aimed at raising capital to fund the ongoing development of their lead product candidate, GT-02287, for neurodegenerative diseases including GBA1 Parkinson’s disease. The pricing at $1.35 per share indicates a potentially dilutive effect on existing shareholders due to an increase in the number of shares outstanding.
From a financial perspective, the company expects to raise gross proceeds of $11.0 million, which will be allocated towards important R&D activities and general corporate purposes. Investors should note that the offering is underwritten by Titan Partners Group, which adds a layer of credibility but also incurs additional costs such as underwriting discounts and commissions. The option for the underwriter to purchase an additional 1,222,222 shares could further impact share dilution if exercised.
The issuance of pre-funded warrants at a nominal exercise price is designed to attract investors who want to avoid holding common stock immediately while still providing liquidity to the company. However, the low exercise price of $0.0001 per share should be considered, as it may lead to a quick conversion to common stock, further affecting share value.
In summary, while this capital raise is necessary for the advancement of their clinical trials, it comes at the cost of potential dilution for current shareholders. The long-term benefit hinges on the successful development and commercialization of GT-02287.
Gain Therapeutics is directing the proceeds from this public offering to the development of GT-02287, targeting neurodegenerative diseases like GBA1 Parkinson’s disease. This is an area with significant unmet medical need and GT-02287, if successful, could offer a new therapeutic option for these conditions.
The clinical development landscape for neurodegenerative diseases is complex and fraught with challenges, including high R&D costs and lengthy clinical trial processes. Gain's focus on GT-02287 suggests confidence in their ongoing studies, as these funds will support both clinical and nonclinical development phases. This is a critical period where promising preclinical data must translate into positive clinical outcomes.
Investors should be aware of the inherent risks involved in drug development, especially in neurodegenerative diseases where historical success rates have been low. Thus, the use of these funds is a high-stakes gamble that could potentially yield significant returns if the trials are successful.
In essence, while the offering provides necessary funding, the impact on the stock will greatly depend on forthcoming clinical trial results. Positive outcomes could significantly elevate Gain Therapeutics' market position and justify the dilutive effect, while negative results could lead to substantial setbacks.
BETHESDA, Md., June 13, 2024 (GLOBE NEWSWIRE) -- Gain Therapeutics, Inc. (“Gain” or the “Company”) (Nasdaq: GANX) today announced the pricing of an underwritten public offering of (i) 7,116,547 shares of its common stock at a public offering price of
In connection with the offering, Gain has granted the underwriter a 30-day option to purchase up to an additional 1,222,222 shares of common stock at the public offering price, less underwriting discounts and commissions.
Titan Partners Group, a division of American Capital Partners, is acting as the sole bookrunner for the offering.
Gain expects to receive aggregate gross proceeds from the offering, excluding the exercise of the underwriter’s option, if any, of approximately
The offering is expected to close on or about June 17, 2024, subject to customary closing conditions.
Gain intends to use the net proceeds from the offering to continue clinical and nonclinical development of its lead product candidate GT-02287 for the treatment of neurodegenerative diseases including GBA1 Parkinson’s disease and for general corporate purposes.
The securities in the offering are being offered pursuant to a prospectus supplement and an accompanying base prospectus forming part of a shelf registration statement on Form S-3 (File No. 333-265061), which was previously filed with the Securities and Exchange Commission (“SEC”) and became effective on June 1, 2022. A preliminary prospectus supplement and accompanying base prospectus relating to the offering was filed with the SEC and is available on the SEC’s website at www.sec.gov. A final prospectus supplement relating to the offering will be filed with the SEC and will be available on the SEC’s website located at www.sec.gov. When available, copies of the final prospectus supplement and the accompanying base prospectus may be obtained for free by contacting Titan Partners Group LLC, a division of American Capital Partners, LLC, 4 World Trade Center, 29th Floor, New York, NY 10007, by phone at (929) 833-1246 or by email at prospectus@titanpartnersgrp.com.
This press release does not constitute an offer to sell or the 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 Gain Therapeutics, Inc.
Gain Therapeutics, Inc. is a clinical-stage biotechnology company leading the discovery and development of next generation allosteric therapies. Gain’s lead drug candidate GT-02287 for the treatment of GBA1 Parkinson’s disease, is currently being evaluated in a Phase 1 clinical trial.
Leveraging AI-supported structural biology, proprietary algorithms, and supercomputer-powered physics-based models, the company’s Magellan™ drug discovery platform can identify novel allosteric binding sites on disease-implicated proteins, pinpointing pockets that cannot be found or drugged with current technologies. Its AI and machine-learning tools and virtual screening capabilities leverage the emerging on-demand compound libraries covering vast chemical spaces of over five trillion compounds to identify and select suitable small molecule hits for experimental validation.
Gain’s unique approach enables the discovery of novel, allosteric small molecule modulators that can restore or disrupt protein function. Deploying its highly advanced platform, Gain is accelerating drug discovery and unlocking novel disease-modifying treatments for untreatable or difficult-to-treat disorders including neurodegenerative diseases, rare genetic disorders and oncology.
Forward Looking Statements
This release contains “forward-looking statements” made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements are typically preceded by words such as “believes,” “expects,” “anticipates,” “intends,” “will,” “may,” “should,” or similar expressions. These forward-looking statements reflect management’s current knowledge, assumptions, judgment and expectations regarding future performance or events. Although management believes that the expectations reflected in such statements are reasonable, they give no assurance that such expectations will prove to be correct or that those goals will be achieved, and you should be aware that actual results could differ materially from those contained in the forward-looking statements. Forward-looking statements are subject to a number of risks and uncertainties, including, but not limited to, risks associated with market conditions and the satisfaction of customary closing conditions related to the offering and uncertainties related to the offerings and the use of proceeds from the offerings. For a further description of the risks and uncertainties that could cause actual results to differ from those expressed in these forward-looking statements, as well as risks relating to the Company’s business in general, please refer to the Company’s prospectus supplement to be filed with the SEC, and the documents incorporated by reference therein, including the Company’s Form 10-K for the year ended December 31, 2023 and Form 10-Q for the quarter ended March 31, 2024.
All forward-looking statements are expressly qualified in their entirety by this cautionary notice. You are cautioned not to place undue reliance on any forward-looking statements, which speak only as of the date of this release. We have no obligation, and expressly disclaim any obligation, to update, revise or correct any of the forward-looking statements, whether as a result of new information, future events or otherwise.
Investor Contact:
CORE IR
(516) 222-2560
ir@gaintherapeutics.com
Media Contacts:
Russo Partners
Nic Johnson and Elio Ambrosio
nic.johnson@russopartnersllc.com
elio.ambrosio@russopartnersllc.com
(212) 845-4242
FAQ
What is Gain Therapeutics' public offering price per share?
How much does Gain Therapeutics expect to raise from the public offering?
What are the terms of the pre-funded warrants in Gain Therapeutics' offering?
When is the closing date for Gain Therapeutics' public offering?
What will Gain Therapeutics use the net proceeds from the offering for?
Who is the underwriter for Gain Therapeutics' public offering?
What is the additional option provided to the underwriter in Gain Therapeutics' offering?
