Timber Pharmaceuticals Signs Waiver Agreement with Warrant Holders
Timber Pharmaceuticals (TMBR) announced the signing of waiver agreements with institutional investors regarding its series A and series B warrants. Effective November 19, 2020, the agreements allow for a one-time reset of the number of underlying shares and the exercise price. The series A warrants' exercise price is now set at $1.16 per share, with 20,178,214 shares underlying them. The series B warrants hold 22,766,776 shares. CEO John Koconis expressed optimism about achieving strategic goals following this arrangement.
- Execution of waiver agreements strengthens financial flexibility.
- Reduced exercise price for series A warrants may encourage investment.
- Potential dilution risk with 20,178,214 series A and 22,766,776 series B warrants.
- Dependence on institutional investors may limit strategic options.
WOODCLIFF LAKE, NJ, Nov. 20, 2020 (GLOBE NEWSWIRE) -- NewMediaWire -- Timber Pharmaceuticals, Inc. ("Timber" or the “Company”) (NYSE American: TMBR), a biopharmaceutical company focused on the development and commercialization of treatments for rare and orphan dermatologic diseases, today announced that it has signed waiver agreements with certain of its existing institutional investors.
Effective as of November 19, 2020 (the “Effective Date”), Timber entered into waiver agreements (the “Waiver Agreements”) with each of the holders of its series A and series B warrants in which all the parties agreed to waive certain rights and amend certain provisions of the warrants and associated securities purchase agreement.
Pursuant to the Waiver Agreements, the holders agreed to (i) waive certain provisions in the warrants in order to allow for one immediate and final reset of the number of shares of common stock underlying the warrants and the exercise price of the series A warrants using the formula provided in the warrants*, and (ii) permanently waive the provisions providing for future resets of the number of shares of common stock underlying the warrants and the exercise price of the series A warrants (other than certain anti-dilution protection provisions in the series A warrants). As a result of the foregoing, (A) the exercise price of the series A warrants was set at
“We are pleased to sign these agreements which we believe will put Timber on firmer footing to reach its strategic goals,” said John Koconis, Chief Executive Officer of Timber Pharma.
* For additional details of the agreement, see the Company’s Form 8-K filed with the Securities and Exchange Commission on November 20, 2020.
About Timber Pharmaceuticals, Inc.
Timber Pharmaceuticals, Inc. is a biopharmaceutical company focused on the development and commercialization of treatments for rare and orphan dermatologic diseases. The Company's investigational therapies have proven mechanisms-of-action backed by decades of clinical experience and well-established CMC (chemistry, manufacturing and control) and safety profiles. The Company is initially focused on developing non-systemic treatments for rare dermatologic diseases including congenital ichthyosis (CI), facial angiofibromas (FAs) in tuberous sclerosis complex (TSC), and localized scleroderma. For more information, visit www.timberpharma.com.
Forward-Looking Statements
This press release contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 and Private Securities Litigation Reform Act, as amended, including those relating to the Company's product development, clinical and regulatory timelines, market opportunity, competitive position, possible or assumed future results of operations, business strategies, potential growth opportunities and other statements that are predictive in nature. These forward-looking statements are based on current expectations, estimates, forecasts and projections about the industry and markets in which we operate and management's current beliefs and assumptions.
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. These statements relate to future events or our financial performance and involve known and unknown risks, uncertainties, and other factors which may cause actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Such factors include those set forth in the Company's Form 10-Q filed on August 18, 2020 and its other filings with the Securities and Exchange Commission. 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.
For more information, contact:
Timber Pharmaceuticals, Inc.
John Koconis
Chief Executive Officer
jkoconis@timberpharma.com
Investor Relations:
Stephanie Prince
PCG Advisory
(646) 762-4518
sprince@pcgadvisory.com
Media Relations:
Adam Daley
Berry & Company Public Relations
(212) 253-8881
adaley@berrypr.com
FAQ
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