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NightHawk Receives Proceeds of $3.25 Million in Connection with Sale of Non-Core Intellectual Property and Issuance of a Low Interest Bearing Note

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NightHawk Biosciences, a CDMO, announced the sale of non-core IP, receiving $2.25 million from a note. The note bears interest at 1% and may be convertible into shares of NightHawk's common stock at an 8% premium. The CEO stated that the funds strengthen the balance sheet and provide additional working capital. The sale of IP aligns with the strategy to focus on Scorpius BioManufacturing subsidiary. NightHawk Biosciences, through Scorpius, offers CDMO services for biologic and cell therapy programs.
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The recent transaction by NightHawk Biosciences indicates a strategic move to streamline its asset portfolio and strengthen its balance sheet. The sale of non-core intellectual property (IP) can be seen as a positive step towards focusing on the company's main revenue-generating activities, particularly its Scorpius BioManufacturing subsidiary. The additional working capital of $2.25 million, while modest, may provide the necessary liquidity for near-term operational needs and support accelerated growth.

The convertible note structure, with a 1% interest rate and a conversion premium to the recent stock price, suggests confidence in the company's future performance. This financial instrument could be dilutive to current shareholders if converted, but it also reflects a potential upside for note holders. The premium price indicates a calculated optimism about the stock's future value, which can be a positive signal to the market.

Investors should consider the potential dilution effect of the convertible notes on their equity stake and the implications of the added interest expense on the company's financial statements. However, the strategic divestiture and the capital infusion could be beneficial if the funds are effectively allocated to high-growth areas of the business.

The CDMO industry is highly competitive, with a growing demand for outsourced biologics and cell therapy manufacturing. NightHawk Biosciences' focus on its Scorpius BioManufacturing subsidiary positions the company to capitalize on this trend. The divestiture of non-core IP and the subsequent investment in Scorpius could enhance the subsidiary's market traction and competitiveness.

Investors and industry stakeholders should monitor the performance of Scorpius BioManufacturing closely, as its success is likely to be a significant driver of NightHawk Biosciences' overall performance. The company's ability to secure and retain clients, as well as its operational efficiency and capacity to scale up production, will be critical factors in evaluating its future prospects.

In the biotech industry, the focus on core competencies is essential for success. NightHawk Biosciences' sale of non-core IP assets reflects a strategic alignment with industry practices, where companies often divest non-essential assets to concentrate resources on areas with the highest growth potential. The Scorpius BioManufacturing subsidiary's emphasis on biologic and cell therapy programs is particularly notable, as these are areas experiencing rapid innovation and increasing demand.

The additional working capital and the investment in Scorpius BioManufacturing could facilitate the subsidiary's expansion in the biologics biomanufacturing space, potentially leading to new partnerships and increased market share. The company's strategy to prioritize Scorpius BioManufacturing may be a response to the sector's evolving dynamics and the need for specialized manufacturing capabilities in advanced therapies.

DURHAM, N.C., Jan. 30, 2024 (GLOBE NEWSWIRE) -- NightHawk Biosciences (NYSE American: NHWK) (“NightHawk” or the “Company”), an integrated contract development and manufacturing organization (CDMO), today announced it has sold additional none-core IP. Additionally, the Company received proceeds of $2.25 million from a note issued pursuant to the terms of the previously announced divestiture of non-core assets ( the “Note”). The Note bears interest at an annual rate of 1% and, subject to stockholder approval, would be convertible into shares of NightHawk’s common stock at $0.39281 per share, an 8% premium to the closing price of the Company’s common stock on January 29, 2024.

Jeff Wolf, CEO of NightHawk Biosciences, commented, “Receipt of these funds is particularly timely as it strengthens our balance sheet and provides us additional working capital to further accelerate our growth. The sale of this intellectual property is consistent with our strategy to divest non-core assets in order to focus on our Scorpius BioManufacturing subsidiary, which is gaining significant traction in the market.”

Additional details related to the sale of the IP and the Note are included in the Company’s Form 8-K, which has been filed with the Securities and Exchange Commission.

NightHawk Biosciences, Inc.

NightHawk Biosciences, through its Scorpius BioManufacturing subsidiary, is an integrated contract development and manufacturing organization (CDMO) focused on rapidly advancing biologic and cell therapy programs to the clinic and beyond. Scorpius offers a broad array analytical testing, process development, and manufacturing services to pharmaceutical and biotech companies at its state-of-the-art facilities in San Antonio, TX. With an experienced team and new, purpose-built U.S. facilities, Scorpius is dedicated to transparent collaboration and flexible, high-quality biologics biomanufacturing. For more information, please visit: www.nighthawkbio.com or www.scorpiusbiologics.com, and also follow us on Twitter.

Forward-Looking Statement
This release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. In some cases forward-looking statements can be identified by terminology such as "may," "should," "potential," "continue," "expects," "anticipates," "intends," "plans," "believes," "estimates," and similar expressions, and include statements such as further accelerating the Company’s growth and Scorpius BioManufacturing gaining significant traction in the market . Important factors that could cause actual results to differ materially from current expectations include, among others, the Company’s ability to generate future revenue from manufacturing contracts, the Company’s ability to continue its strategy and to grow revenue, leverage fixed costs and achieve long-term profitability; the Company’s ability to create substantial shareholder value as a pure-play CDMO in an underserved marketplace, the Company’s financing needs, its cash balance being sufficient to sustain operations and its ability to raise capital when needed, the ability to obtain regulatory approval or to comply with ongoing regulatory requirements, regulatory limitations relating to the Company’s ability to successfully promote its services and compete as a pure- play CDMO, and other factors described in the Company’s annual report on Form 10-K for the year ended December 31, 2022, subsequent quarterly reports on Form 10-Qs and any other filings the Company makes with the SEC. The information in this presentation is provided only as of the date presented, and the Company undertakes no obligation to update any forward-looking statements contained in this presentation on account of new information, future events, or otherwise, except as required by law.

Media and Investor Relations Contact
David Waldman
+1 919 289 4017
investorrelations@nighthawkbio.com


FAQ

What did NightHawk Biosciences announce?

NightHawk Biosciences announced the sale of non-core IP and the receipt of $2.25 million from a note.

How much interest does the note bear?

The note bears interest at an annual rate of 1%.

What is the potential conversion price of the note into shares of NightHawk's common stock?

The note may be convertible into shares of NightHawk's common stock at $0.39281 per share, an 8% premium to the closing price of the Company’s common stock on January 29, 2024.

What is the focus of NightHawk Biosciences' strategy?

The focus of NightHawk Biosciences' strategy is to divest non-core assets and concentrate on its Scorpius BioManufacturing subsidiary.

What services does Scorpius BioManufacturing offer?

Scorpius BioManufacturing offers a broad array of analytical testing, process development, and manufacturing services for pharmaceutical and biotech companies.

Scorpius Holdings, Inc.

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