Pulmatrix Announces USD 2.5 Million Registered Direct Offering Priced at-the-Market

Pulmatrix, Inc. announced that it has entered into a securities purchase agreement with certain institutional investors, providing for the purchase and sale of 1,706,484 shares of common stock at a price of USD 1.465 per share in a registered direct offering priced at-the-market, resulting in total gross proceeds of approximately USD 2.5 million. The Company also agreed to issue to the investors unregistered warrants to purchase up to 1,706,484 shares of common stock. The warrants have an exercise price of USD 1.34 per share of common stock, will be exercisable immediately and will expire five and one-half years following the date of issuance. The closing of the sale of the securities is expected to take place on or about February 12, 2019, subject to the satisfaction of customary closing conditions. H.C. Wainwright & Co. is acting as the exclusive placement agent in connection with the registered direct offering and the concurrent private placement.

Pulmatrix currently intends to use the net proceeds from the offering for working capital and general corporate purposes. A shelf registration statement on Form S-3 (Registration No. 333-212546) relating to the shares of common stock to be issued in the registered direct offering was filed with the Securities and Exchange Commission (“SEC”) and was declared effective on August 3, 2016. A prospectus supplement and the accompanying prospectus relating to the registered direct offering will be filed with the SEC. Copies of the prospectus supplement and the accompanying prospectus relating to the registered direct offering may be obtained, when available, from H.C. Wainwright & Co., LLC, 430 Park Avenue 3rd Floor, New York, NY 10022, or by calling (646) 975-6996 or by emailing [email protected] or at the SEC’s website.

The warrants described above were offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Act”), and Regulation D promulgated thereunder and, along with the shares of common stock underlying the warrants, have not been registered under the Act, or applicable state securities laws. Accordingly, the warrants and underlying shares of common stock 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 Act and such applicable state securities laws. 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 jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction. – Medical Buyer Bureau