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Tonix Pharmaceuticals Announces Closing of $4.0 Million Public Offering

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Tonix Pharmaceuticals announced the closing of its $4.0 million public offering on June 13, 2024. The offering included 1,199,448 shares of common stock and pre-funded warrants for up to 2,568,110 shares at $1.065 per share and $1.064 per warrant, respectively.

The gross proceeds, totaling $4.0 million, will be used for working capital, general corporate purposes, and preparing a new drug application for Tonmya™, aimed at treating fibromyalgia. Dawson James Securities acted as the sole placement agent. The offering was conducted under an effective shelf registration statement filed with the SEC.

Positive
  • The public offering raised $4.0 million in gross proceeds.
  • Funds will support the preparation of a new drug application for Tonmya™, targeting fibromyalgia treatment.
  • Effective shelf registration statement with SEC ensures compliance.
Negative
  • Potential shareholder dilution as new shares and warrants were issued.
  • Net proceeds will be reduced by placement agent fees and offering expenses.
  • No immediate revenue generation from the offering itself.

Insights

Tonix Pharmaceuticals' recently closed public offering of $4.0 million is a significant move in raising capital for the company. From a financial perspective, this influx of funds is earmarked for working capital and general corporate purposes, including the preparation of a New Drug Application (NDA) for its Tonmya™ product candidate. This is a important step for the company, as it indicates progress toward potential revenue generation if the drug is approved.

The offering price of $1.065 per share and $1.064 per pre-funded warrant reflects investor confidence, albeit at a modest valuation. The use of pre-funded warrants, which have an exercise price of $0.001 per share, suggests a strategy to attract investors who are interested in future equity without the immediate cost burden.

From an investment standpoint, it's worth noting that this is not an enormous capital infusion but rather a necessary step to maintain operations and push critical projects forward. It also highlights the company's ongoing need for external funding, which could be a concern for some investors looking for more stable financial health. The proceeds will also go towards satisfying portions of existing indebtedness, indicating a balanced approach towards managing liabilities.

The announcement that the funds will support the preparation of a New Drug Application (NDA) for Tonmya™ is promising. Tonmya™, which has completed two statistically significant Phase 3 studies for fibromyalgia, appears to be in the final stages before potentially achieving FDA approval. This product specifically targets the central nervous system (CNS) disorders, a major area of focus for Tonix Pharmaceuticals.

The success in these Phase 3 trials underpins the potential of Tonmya™ to address a significant medical need, as fibromyalgia affects millions and currently has limited treatment options. If approved, Tonmya™ could open up new revenue streams for Tonix, which is critical for a company heavily reliant on its pipeline success. Moreover, the funds allocated for ongoing research and development highlight Tonix's commitment to advancing its CNS portfolio, including other candidates like TNX-1300 for cocaine intoxication and TNX-102 SL for Long COVID.

CHATHAM, N.J., June 13, 2024 (GLOBE NEWSWIRE) -- Tonix Pharmaceuticals Holding Corp. (Nasdaq: TNXP) (“Tonix” or the “Company”), a fully-integrated biopharmaceutical company, today announced the closing of its public offering of 1,199,448 shares of its common stock and pre-funded warrants to purchase up to 2,568,110 shares of common stock in a public offering at an offering price of $1.065 per share of common stock and $1.064 pre-funded warrant. The warrants have an exercise price of $0.001 per share and became exercisable upon issuance.

The gross proceeds of the offering are $4.0 million before deducting placement agent fees and other estimated offering expenses payable by the Company. The Company intends to use the net proceeds from the offering for working capital and general corporate purposes, including the preparation of the new drug application relating to its Tonmya™ product candidate in patients with fibromyalgia, and the satisfaction of any portion of its existing indebtedness.

Dawson James Securities, Inc. acted as the sole placement agent for the offering.

Lowenstein Sandler, New York, NY, represented the Company in connection with the offering, and ArentFox Schiff LLP, Washington, DC, represented the placement agent.

This offering was made pursuant to an effective shelf registration statement on Form S-3 (File No. 333-266982) previously filed with the U.S. Securities and Exchange Commission (the “SEC”). The offering was made only by means of a prospectus supplement and accompanying prospectus. A final prospectus supplement and accompanying prospectus describing the terms of the proposed offering were filed with the SEC and are available on the SEC’s website located at http://www.sec.gov. Electronic copies of the preliminary prospectus supplement may be obtained from Dawson James Securities, Inc., 101 North Federal Highway, Suite 600, Boca Raton, FL 33432 or by telephone at (561) 391-5555, or by email at investmentbanking@dawsonjames.com.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy 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.

Tonix Pharmaceuticals Holding Corp.*

Tonix is a fully-integrated biopharmaceutical company focused on developing, licensing and commercializing therapeutics to treat and prevent human disease and alleviate suffering. Tonix’s development portfolio is focused on central nervous system (CNS) disorders. Tonix’s priority is to submit a New Drug Application (NDA) to the FDA in the second half of 2024 for Tonmya1, a product candidate for which two statistically significant Phase 3 studies have been completed for the management of fibromyalgia. TNX-102 SL is also being developed to treat acute stress reaction as well as fibromyalgia-type Long COVID. Tonix’s CNS portfolio includes TNX-1300 (cocaine esterase), a biologic designed to treat cocaine intoxication that has Breakthrough Therapy designation. Tonix’s immunology development portfolio consists of biologics to address organ transplant rejection, autoimmunity and cancer, including TNX-1500, which is a humanized monoclonal antibody targeting CD40-ligand (CD40L or CD154) being developed for the prevention of allograft rejection and for the treatment of autoimmune diseases. Tonix also has product candidates in development in the areas of rare disease and infectious disease. Tonix Medicines, our commercial subsidiary, markets Zembrace® SymTouch® (sumatriptan injection) 3 mg and Tosymra® (sumatriptan nasal spray) 10 mg for the treatment of acute migraine with or without aura in adults.

*Tonix’s product development candidates are investigational new drugs or biologics and have not been approved for any indication.

1Tonmya™ is conditionally accepted by the U.S. Food and Drug Administration (FDA) as the tradename for TNX-102 SL for the management of fibromyalgia. Tonmya has not been approved for any indication.

Zembrace SymTouch and Tosymra are registered trademarks of Tonix Medicines. All other marks are property of their respective owners.

This press release and further information about Tonix can be found at www.tonixpharma.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 including those relating to the intended use of proceeds from the public offering and other statements that are predictive in nature. These statements may be identified by the use of forward-looking words such as “anticipate,” “believe,” “forecast,” “estimate,” “expect,” and “intend,” among others. These forward-looking statements are based on Tonix's current expectations and actual results could differ materially. There are a number of factors that could cause actual events to differ materially from those indicated by such forward-looking statements. These factors include, but are not limited to, risks related to the failure to obtain FDA clearances or approvals and noncompliance with FDA regulations; risks related to the failure to successfully market any of our products; risks related to the timing and progress of clinical development of our product candidates; our need for additional financing; uncertainties of patent protection and litigation; uncertainties of government or third party payor reimbursement; limited research and development efforts and dependence upon third parties; and substantial competition. As with any pharmaceutical under development, there are significant risks in the development, regulatory approval and commercialization of new products. Tonix does not undertake an obligation to update or revise any forward-looking statement. Investors should read the risk factors set forth in the Annual Report on Form 10-K for the year ended December 31, 2023, as filed with the Securities and Exchange Commission (the “SEC”) on April 1, 2024, and periodic reports filed with the SEC on or after the date thereof. All of Tonix's forward-looking statements are expressly qualified by all such risk factors and other cautionary statements. The information set forth herein speaks only as of the date thereof.

Investor Contact
Jessica Morris
Tonix Pharmaceuticals
investor.relations@tonixpharma.com
(862) 904-8182

Peter Vozzo
ICR Westwicke
peter.vozzo@westwicke.com
(443) 213-0505

Media Contact
Katie Dodge
LaVoieHealthScience
kdodge@lavoiehealthscience.com
(978) 360-3151


FAQ

What was the purpose of Tonix Pharmaceuticals' $4.0 million public offering?

The proceeds will be used for working capital, general corporate purposes, and preparing a new drug application for Tonmya™ for fibromyalgia.

When did Tonix Pharmaceuticals close its public offering?

Tonix Pharmaceuticals closed its $4.0 million public offering on June 13, 2024.

What is the stock symbol for Tonix Pharmaceuticals?

The stock symbol for Tonix Pharmaceuticals is TNXP.

What were the terms of Tonix Pharmaceuticals' public offering?

The offering included 1,199,448 shares of common stock and pre-funded warrants for up to 2,568,110 shares at $1.065 per share and $1.064 per warrant.

Who was the placement agent for Tonix Pharmaceuticals' public offering?

Dawson James Securities acted as the sole placement agent for Tonix Pharmaceuticals' public offering.

Tonix Pharmaceuticals Holding Corp.

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Biotechnology
Pharmaceutical Preparations
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United States of America
CHATHAM