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Tharimmune Announces $2.08 Million Private Placement

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Tharimmune, a clinical-stage biotechnology company, announced a $2.08 million private placement for 659,545 shares of common stock and 329,771 warrants at $3.16 per share. The warrants are exercisable at $3.09 per share, starting six months post-issuance, expiring five and a half years later. The closing is set for June 21, 2024, led by President Street Global as the exclusive placement agent. The financing is spearheaded by SDS Capital Group with contributions from Gravitas Capital and other biotech investors. The funds will support Tharimmune's clinical development and working capital, primarily for their lead candidate, TH104, aimed at treating chronic pruritus in primary biliary cholangitis.

Positive
  • Raised $2.08 million in gross proceeds.
  • Funds to support clinical development of TH104.
  • Warrants potentially add further capital with $3.09 exercise price.
Negative
  • Offering is a private placement, not freely tradable.
  • Potential dilution of existing shares from new stock issuance.
  • Expenses and agent fees will reduce net proceeds.

The recent private placement by Tharimmune Inc. signifies notable strategic financial maneuvers. With gross proceeds expected to be approximately $2.08 million, the company aims to strengthen its financial position, specifically channeling funds towards the clinical development of its lead candidate, TH104. While the sum is modest compared to large-scale biotech financing rounds, it reflects ongoing investor confidence in Tharimmune's development pipeline.

One key aspect to watch is the warrants attached to the shares, with an exercise price of $3.09 per share. These warrants, being exercisable six months after issuance, offer potential future capital inflow, which could be beneficial for long-term operational stability. However, investors should be mindful of the dilution risk associated with potential future exercise of these warrants.

In the short term, this funding injection is positive as it ensures continued development and provides working capital. Long-term success hinges significantly on the clinical milestones of TH104. Given the early-stage nature of development, potential risks include clinical trial failures or delays, impacting future financial health and market confidence.

From a medical research perspective, the infusion of $2.08 million will be pivotal for progressing TH104 through its clinical stages. TH104 targets chronic pruritus in primary biliary cholangitis, a niche but significant area within inflammation and immunology. This additional funding supports the further validation and potentially smoother transition to subsequent trial phases.

Given the complexity and high costs associated with clinical trials, even modest financial inflows are critical. However, a key factor in the success of this investment will be the efficiency of fund utilization in the clinical development process. The biotechnology sector is highly volatile and heavily regulated and any setback in clinical outcomes could diminish investor confidence.

Investors should regard this funding as an incremental step rather than a final solution. The overall potential of TH104 and its market impact will depend heavily on forthcoming clinical data. The planned use of funds for clinical development suggests a focused approach, which is promising but maintains inherent trial-related risks.

BRIDGEWATER, NJ / ACCESSWIRE / June 20, 2024 / Tharimmune, Inc. (NASDAQ:THAR) ("Tharimmune" or the "Company"), a clinical-stage biotechnology company developing a portfolio of therapeutic candidates for inflammation and immunology, developing lead candidate, TH104 for chronic pruritus in primary biliary cholangitis announced today that it has entered into a securities purchase agreement for the purchase and sale of an aggregate of 659,545 shares of its common stock (or common stock equivalents in lieu thereof) and warrants to purchase up to 329,771 shares of common stock at a purchase price of $3.16 per share of common stock (or per common stock equivalent in lieu thereof) and accompanying warrants in a private placement. The warrants will have an exercise price of $3.09 per share and will be exercisable beginning six months after issuance and expire five and one-half years after issuance. The closing of the offering is expected to occur on or about June 21, 2024, subject to the satisfaction of customary closing conditions.

President Street Global is acting as the exclusive placement agent for the offering.

The financing was led by SDS Capital Group along with Gravitas Capital and other biotechnology private investors.

The gross proceeds to the Company from the offering are expected to be approximately $2.08 million, before deducting the placement agent's fees and other offering expenses payable by the Company, and excluding the proceeds, if any, from the exercise of the warrants. The Company currently intends to use the net proceeds from the offering for clinical development and working capital, including in support of its TH104 development program.

The securities described above are being offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the "Securities Act"), and/or Regulation D promulgated thereunder and, along with the shares of common stock underlying the warrants, have not been registered under the Securities Act, or applicable state securities laws. Accordingly, the securities described above, including the shares of common stock underlying the warrants, 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 Securities Act and such applicable state securities laws. The Company has agreed to file a resale registration statement covering the securities described above.

This press release does not constitute an offer to sell or a solicitation of an offer to buy the securities in this offering, 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 TH104

TH104 is embedded with nalmefene onto a proprietary transmucosal buccal film that easily adheres to the inside of the mouth. This dosage form endows TH104 with key features making it an ideal product candidate for multiple liver-related and other pruritogenic inflammatory conditions. The molecule has a dual mechanism of action affecting both the µ-opioid and kappa opioid receptors. These opioid receptors when stimulated and/or inhibited by the body's natural ligands have been known to be involved in the body's itch circuitry.

About Tharimmune

Tharimmune, Inc. is a clinical-stage biotechnology company developing a portfolio of therapeutic candidates for inflammation and immunology. The Company's lead clinical-stage asset, TH104, has been observed to suppress chronic, debilitating pruritus or "uncontrollable itching" in PBC, a rare and orphan liver disease with no known cure. The Company's early-stage immunology pipeline includes novel multi-specific antibodies targeting unique epitopes with novel mechanisms of action against well-known, validated targets in multiple solid tumors, including PD-1, HER2 and HER3. Tharimmune has a license agreement with OmniAb, Inc. to access the company's antibody discovery technology platform against these and other specified targets. For more information please visit: www.tharimmune.com.

Forward Looking Statements

Certain statements in this press release are forward-looking within the meaning of the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical facts, contained in this press release, including statements regarding the timing and design of Tharimmune's future Phase 2 trial, Tharimmune's strategy, future operations, future financial position, projected costs, prospects, plans and objectives of management, are forward-looking statements. The words "anticipate," "believe," "continue," "could," "depends," "estimate," "expect," "intend," "may," "ongoing," "plan," "potential," "predict," "project," "target," "should," "will," "would," and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. The Company may not actually achieve the plans, intentions, or expectations disclosed in these forward-looking statements, and you should not place undue reliance on these forward-looking statements. Actual results or events could differ materially from the plans, intentions and expectations disclosed in these forward-looking statements. Factors that may cause such differences, include, but are not limited to, those discussed under Risk Factors set forth in our Annual Report on Form 10-K for the year ended December 31, 2023 and other periodic reports filed by the Company from time to time with the Securities and Exchange Commission. In addition, the forward-looking statements included in this press release represent the Company's views as of the date of this release. Subsequent events and developments may cause the Company's views to change; however, the Company does not undertake and specifically disclaims any obligation to update or revise any forward-looking statements to reflect new information, future events or circumstances or to reflect the occurrences of unanticipated events, except as may be required by applicable law. These forward-looking statements should not be relied upon as representing the Company's views as of any date subsequent to the date of this release.

Contacts:

Tharimmune, Inc.
ir@tharimmune.com

LHA Investor Relations
Tirth T. Patel
tpatel@lhai.com
212-201-6614

SOURCE: Tharimmune, Inc.



View the original press release on accesswire.com

FAQ

What is the total amount Tharimmune raised in the private placement?

Tharimmune raised approximately $2.08 million in the private placement.

When is the closing date for Tharimmune's private placement?

The closing date for Tharimmune's private placement is expected to be June 21, 2024.

What is the purchase price per share in Tharimmune's private placement?

The purchase price per share in Tharimmune's private placement is $3.16.

What will the funds from Tharimmune's private placement be used for?

The funds will be used for clinical development and working capital, including support for the TH104 program.

Who acted as the placement agent for Tharimmune's private placement?

President Street Global acted as the exclusive placement agent for Tharimmune's private placement.

What is the exercise price for the warrants issued in Tharimmune's private placement?

The exercise price for the warrants is $3.09 per share.

When will the warrants issued by Tharimmune be exercisable?

The warrants will be exercisable six months after issuance.

Tharimmune, Inc.

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BRIDGEWATER