WARRINGTON, Pa., July 17, 2015 /PRNewswire/ -- Discovery Laboratories, Inc. (Nasdaq :DSCO ) today announced that it has priced an underwritten public offering of 18.3 Million Series A units and 40.0 Million Series B units. Each Series A unit consists of one share of common stock and a Series A warrant to purchase one share of common stock at an exercise price of $0.70 per share, at a purchase price of $0.60 per unit. Investors whose purchase of units in the offering would result in their beneficially owning more than the beneficial ownership limitation to be included in the warrants following the consummation of the offering will have the opportunity to acquire, in lieu of Series A units, Series B units, each of which consists of a Series B fully pre-funded warrant to purchase one share of common stock and a Series B warrant to purchase one share of common stock at an exercise price of $0.70 per unit, at the same purchase price of $0.60 per unit. The warrants are exercisable immediately and will expire on the seventh anniversary of the issue date. In addition, the underwriters have been granted a 30-day option to purchase up to an additional 8.75 million units to cover over-allotments, if any.
Net proceeds from the offering, after estimated underwriting discount and other estimated fees and expenses payable by Discovery Labs, and assuming the warrants are not exercised, will be approximately $32.7 million (which includes up to $5 million in non-cash consideration that may be received from the company's principal lenders in the form of a reduction in future interest payments under the company's loan facility). The offering is expected to close on or about July 22, 2015, subject to satisfaction of customary closing conditions. Discovery Labs intends to use the net proceeds from the offering to support its AEROSURF® clinical program and for other working capital and general corporate purposes.
Stifel is acting as sole book-running manager, H.C. Wainwright & Co., is acting as lead manager and LifeSci Capital LLC is acting as co-manager for the offering.
The securities are being offered by Discovery Laboratories, Inc. pursuant to a registration statement previously filed and declared effective by the Securities and Exchange Commission. The securities may be offered only by means of a prospectus, including a prospectus supplement, forming a part of the effective registration statement. When available, copies of the preliminary prospectus supplement, the final prospectus supplement and the accompanying base prospectus relating to this offering may be obtained at the Securities and Exchange Commission web site at http://www.sec.gov, or from Stifel, Nicolaus & Company, Incorporated, Attention: Syndicate, One Montgomery Street, Suite 3700, San Francisco, California 94104 or via telephone at (415) 364-2720 or via email at firstname.lastname@example.org.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities of Discovery Laboratories, Inc. 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.
About Discovery Labs
Discovery Laboratories, Inc. is a specialty biotechnology company focused on developing aerosolized KL4 surfactant therapies for respiratory diseases. Surfactants are produced naturally in the lung and are essential for normal respiratory function and survival. If surfactant deficiency or degradation occurs, the air sacs in the lungs can collapse, resulting in severe respiratory diseases and disorders. Discovery Labs' technology platform includes a novel synthetic peptide-containing (KL4) surfactant, that is structurally similar to pulmonary surfactant, and proprietary drug delivery technologies being developed to enable efficient delivery of aerosolized KL4 surfactant. Discovery Labs believes that its proprietary technology platform makes it possible, for the first time, to develop a significant pipeline of aerosolized surfactant products to address a variety of respiratory diseases for which there frequently are few or no approved therapies.
To the extent that statements in this press release are not strictly historical, all such statements are forward-looking, and are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from the statements made. Examples of such risks and uncertainties, including those related to Discovery Labs' securities offering and its development programs, are described in Discovery Labs' filings with the Securities and Exchange Commission including the most recent reports on Forms 10-K, 10-Q and 8-K, and any amendments thereto.
SOURCE Discovery Laboratories, Inc.