Gain Therapeutics Announces Closing of $10.1 Million Public Offering and Concurrent Private Placement of Common Stock and Warrants, Including Full Exercise of Over-Allotment Option

BETHESDA, Md., Nov. 24, 2023 (GLOBE NEWSWIRE) -- Gain Therapeutics, Inc. (“Gain” or the “Company”) (Nasdaq: GANX) today announced the closing of an underwritten public offering of 2,545,000 shares of its common stock and warrants to purchase up to an aggregate of 1,272,500 shares of its common stock at a combined public offering price of $2.005 per share and accompanying warrant, including 331,956 shares of common stock and warrants to purchase 165,978 shares of common stock issued pursuant to the full exercise by the underwriter of its over-allotment option. The public offering price for each set of two shares of common stock and accompanying warrant to purchase one share of common stock was $4.01 per set of securities, yielding an effective price of $2.00 per share and $0.01 per warrant. The warrants were sold at the rate of one warrant for every two shares of common stock. The warrants have an exercise price of $2.75 per share, are exercisable immediately, and will expire five years following the date of issuance.

In a private placement completed concurrently with the completion of the public offering, Gain issued to an accredited investor 2,500,088 shares of common stock (or pre-funded warrants in lieu thereof) and warrants to purchase up to 2,500,088 shares of common stock. The offering price per share and accompanying warrant sold in the private placement was $2.00. The warrants issued in the private placement have an exercise price of $2.75 per share, will be exercisable beginning six months after issuance and expire five years from the date of issuance.

Newbridge Securities Corporation acted as the sole book-running manager for the public offering and as placement agent for the private placement. Allele Capital Partners, LLC acted as Financial Advisor to Gain.

Gross proceeds from the public and private offering were approximately $10.1 million, excluding underwriting and placement agent discounts and commissions and other offering-related expenses.

Gain intends to use the net proceeds from the offerings to continue clinical and nonclinical development of its lead product candidate GT-02287 for the treatment of neurodegenerative diseases including GBA1 Parkinson’s disease and for general corporate purposes.

The securities in the public offering were offered pursuant to a prospectus supplement and an accompanying base prospectus forming part of a shelf registration statement on Form S-3 (File No. 333-265061), which was previously filed with the Securities and Exchange Commission (“SEC”) and became effective on June 1, 2022. A final prospectus supplement relating to the public offering was filed with the SEC and is available on the SEC’s website at www.sec.gov. Copies of the final prospectus supplement and the accompanying base prospectus may be obtained for free by contacting Newbridge Securities Corporation, Attn: Equity Syndicate Department, 1200 North Federal Highway, Suite 400, Boca Raton, FL 33432, by email at [e-mail] or by telephone at [phone].