Pulse Biosciences Announces Plans to Initiate a Rights Offering

Pulse Biosciences, Inc. (Nasdaq: PLSE), a company leveraging its novel and proprietary CellFX Nanosecond Pulsed Field Ablation (nsPFA) technology, today announced that its Board of Directors has unanimously approved plans to initiate a rights offering.

The rights offering of up to $60 million worth of units (“Units”) will be available to all holders of record of the Company’s common stock, par value $0.01 (the “Common Stock”) as of the close of the market on a record date in April to be announced as soon as practicable (the “Record Date”). Each Unit will consist of one share of Common Stock and warrants to purchase a total of one share of Common Stock, with each warrant having different redemption provisions. The subscription price per Unit shall be equal to the lesser of (i) $10.00 per Unit (the “Initial Price”) or (ii) the volume weighted average price of the Company’s Common Stock over the 10 trading days prior to the expiration date of the offering. The subscription price will determine the final number of Units issuable, and subsequently the pro rata number of Units to which stockholders can subscribe. Each warrant will have a per share exercise price equal to 110% of the subscription price for the Units. The Company intends to distribute to all holders of Common Stock as of the Record Date non-transferable subscription rights to purchase Units at the price provided above.

Assuming that the rights offering is fully subscribed at the Initial Price, the Company will receive gross proceeds of up to $60 million, less expenses related to the rights offering, and upon exercise of all of the warrants, would receive additional proceeds of up to $66 million. The rights offering will include an over-subscription right to permit each rights holder that exercises its basic subscription rights in full to purchase additional Units that remain unsubscribed at the expiration of the offering. The availability of the over-subscription right will be subject to certain terms and conditions to be set forth in the offering documents.

Robert Duggan, the Company’s Executive Chairman and majority stockholder, has indicated his support for the rights offering and his intent to participate in the rights offering on the same terms as all other investors.

The Company intends to register the rights offering with the Securities and Exchange Commission (the “SEC”) by filing a prospectus on Form S-3. When available, a copy of the prospectus may be obtained at the website maintained by the SEC at www.sec.gov. This press release does not constitute an offer to sell or the solicitation of an offer to buy these securities, nor will there be any sale of these securities in any state or other 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. The rights offering will be made pursuant to a registration statement on Form S-3 containing the detailed terms of the rights offering to be filed with the SEC. Any offer will be made only by means of a prospectus forming part of the registration statement.