Daré Bioscience Announces Common Stock Purchase Agreement for up to $15 Million with Lincoln Park Capital Fund, LLC
SAN DIEGO, Oct. 21, 2024 (GLOBE NEWSWIRE) -- Daré Bioscience, Inc. (NASDAQ:DARE), a leader in innovation for the health and wellbeing of women, today announced it entered into a $15 million common stock purchase agreement and registration rights agreement with Lincoln Park Capital Fund, LLC ("LPC"), a Chicago-based institutional investor.
Under the terms and conditions of the purchase agreement, Daré will have the right, from time to time and at its sole discretion, to sell up to $15 million of its stock to LPC over a 24-month period, subject to a registration statement covering the resale by LPC of shares issued and sold under the purchase agreement being filed and declared effective by the Securities and Exchange Commission ("SEC") and satisfaction of the other conditions in the purchase agreement. Daré will control the timing and amount of any sales to LPC, and LPC is obligated to make purchases in accordance with the purchase agreement. LPC will purchase any common stock sold under the purchase agreement at prices based on prevailing market prices of Daré's common stock at the time Daré initiates each sale. There is no upper limit to the per share price LPC may pay to purchase such common stock.
"We are excited to once again enter into such a transaction with LPC. Proceeds from our similar agreement with LPC in 2020 assisted with the funding of our Phase 3 registration study of XACIATO (clindamycin phosphate) vaginal gel 2%, leading to an FDA approval, and this transaction may similarly provide Daré with access to capital at times that we control to help us advance our portfolio of novel investigational products in women's health, including importantly Sildenafil Cream, 3.6%, a potential first-in-category treatment for female sexual arousal disorder, where we are in ongoing discussions with the FDA regarding the Phase 3 design and where we have estimated that a Phase 3 study will be approximately $15 million in direct costs," said Sabrina Martucci Johnson, President and Chief Executive Officer of Daré Bioscience.
As part of the agreement, LPC has agreed not to cause or engage in any direct or indirect short selling or hedging of the Company's common stock. No warrants are being issued in this transaction, and there are no limitations on the Company's use of proceeds from sales to LPC under the purchase agreement. Furthermore, the purchase agreement does not contain any rights of first refusal, participation rights, penalties or liquidated damages provisions in favor of any party. The Company will issue shares of its common stock to LPC in consideration for its commitment to purchase shares under the purchase agreement. Daré may terminate the purchase agreement at any time, in its sole discretion, with no additional cost or penalty.
A description of the purchase agreement and registration rights agreement is in the Company's Current Report on Form 8-K, which the Company intends to file with the SEC today.
The offer and sale of the securities by Daré to LPC in the above transaction have not been registered under the Securities Act of 1933, as amended (the "Securities Act"), or registered or qualified under any state securities laws, and therefore may not be offered or sold in the United States absent registration under the Securities Act or an applicable exemption from such registration requirements, and registration or qualification and under applicable state securities or "Blue Sky" laws or an applicable exemption from such registration or qualification requirements. This press release does not constitute an offer to sell or the solicitation of an offer to buy the securities, nor shall there be any sale of the ...
