PainReform Announces Pricing of $4 Million Public Offering

TEL AVIV, Israel, April 16, 2024 (GLOBE NEWSWIRE) -- PainReform Ltd. (Nasdaq: PRFX) (“PainReform” or the “Company”), a clinical-stage specialty pharmaceutical company focused on the reformulation of established therapeutics, today announced the pricing of a public offering of an aggregate of 5,000,000 of the Company’s ordinary shares (or ordinary share equivalents) and warrants to purchase up to 5,000,000 ordinary shares at a combined public offering price of $0.80 per share (or per ordinary share equivalent) and accompanying warrant. The warrants will have an exercise price of $0.80 per share, will be exercisable immediately upon issuance and will expire five years from the date of issuance. The closing of the offering is expected to occur on or about April 18, 2024, subject to the satisfaction of customary closing conditions.

H.C. Wainwright & Co. is acting as the exclusive placement agent for the offering.

The gross proceeds from the offering, before deducting the placement agent's fees and other offering expenses, are expected to be $4 million. The Company intends to use the net proceeds from this offering to advance the Company’s clinical studies, and for general corporate purposes.

The securities described above are being offered pursuant to a registration statement on Form F-1 (File No. 333-277594), which was declared effective by the Securities and Exchange Commission (the “SEC”) on April 15, 2024. The offering is being made only by means of a prospectus forming part of the effective registration statement relating to the offering. A preliminary prospectus relating to the offering has been filed with the SEC. Electronic copies of the final prospectus, when available, may be obtained on the SEC’s website at http://www.sec.gov and may also be obtained by contacting H.C. Wainwright & Co., LLC at 430 Park Avenue, 3rd Floor, New York, NY 10022, by phone at [phone] or e-mail at [e-mail].

The Company also has agreed to amend certain existing warrants to purchase up to an aggregate of 935,792 ordinary shares that were previously issued in December 2023 and have an exercise price of $2.85 per ordinary share, effective upon the closing of the offering, such that the amended warrants will have a reduced exercise price of $0.80 per ordinary share and will expire five years from the date of closing of the offering.