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Sunshine Biopharma, Inc. SBFM SBFMW announced that it entered into a securities purchase agreement with certain institutional and accredited investors for aggregate gross proceeds of approximately $8 million, before deducting fees to the placement agent and other offering expenses payable by the company.
In connection with the offering, the company will issue 3,603,604 units at a purchase price of $2.22 per unit, priced at-the-market under Nasdaq rules. Each unit consists of 1 share of common stock or common stock equivalent, and 1 non-tradable warrant, to purchase 1 share of common stock (for a total of 3,603,604 shares underlying the warrants). No actual units will be issued in the offering.
The warrants each have an exercise price of $2.22, subject to adjustments therein. The warrant has a term equal to five years from the issuance date.
The offering is expected to close on or about March 14, 2022, subject to the satisfaction of customary closing conditions.
Aegis Capital Corp. is acting as the Exclusive Placement Agent in connection with the offering.
Additional details regarding the offering will be available in a Form 8-K to be filed by the Company with the U.S. Securities and Exchange Commission (the "SEC").
The shares of common stock and warrants described above have not been registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration with the Securities and Exchange Commission (SEC) or an applicable exemption from such registration requirements.
The securities were offered only to accredited investors. Pursuant to a registration rights agreement with the investors, the Company has agreed to file one or more registration statements with the SEC covering the resale of the shares of common stock and the shares issuable upon exercise of the warrants.
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