Cassava Sciences Announces Dividend Distribution of Warrants to Shareholders
- Shareholders of Record Will Receive Warrants to Purchase Shares of Common Stock
- All Warrants to Be Distributed to Shareholders Free of Charge
- Warrants Are Expected to List and Trade on Nasdaq
- Warrant Holders Who Choose to Exercise During an Early Period Will Also Receive an Additional 0.5 of a Common Share Per Warrant
“Many parties are deeply vested in the long-term success of
Details of Warrant Distribution
Stockholders will receive 4 warrants for each 10 shares of common stock held as of the Record Date, rounded down to the nearest whole number for any fractional warrant. As an example, a shareholder who owns 1,000 shares of
After the Distribution Date, warrant holders may cash-exercise their warrants, or they may sell their warrants on the open market. The Company will receive cash proceeds only from warrant holders who exercise their warrants. Warrant holders may exercise their warrants as will be specified under the terms of a warrant agreement that is expected to be filed with the
All warrants will expire on
A Q&A regarding this warrant distribution has been posted in the Investor’s section of the Company’s website, https://www.CassavaSciences.com
Details of Bonus Share Program
The Bonus Share Fraction entitles a holder to receive an additional 0.5 of a share of common stock for each warrant exercised (the “Bonus Share Fraction”) without payment of any additional exercise price. After the Distribution Date, the right to receive the Bonus Share Fraction will expire at
The Company will make a public announcement of the Bonus Share Expiration Date (i) prior to market open on the Bonus Share Expiration Date in the case of a Bonus Price Condition and (ii) at least 20 business days prior to such date, in the case of the Company setting a Bonus Share Expiration Date.
The distribution of the warrants has not been registered under the Securities Act of 1933, as amended (the “Securities Act”), because the issuance of a distribution in the form of a warrant for no consideration is not a sale or disposition of a security or interest in a security for value pursuant to Section 2(a)(3) of the Securities Act. The Company expects to file with the
For more information, please visit: https://www.CassavaSciences.com
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The foregoing press release does not purport to be complete and is qualified in its entirety by reference to the full text of the warrant distribution related agreements to be filed with the
Cautionary Note Regarding Forward-Looking Statements:
This Press Release and the Q&A referenced in it contain forward-looking statements, including statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, that may include but are not limited to: the development of new treatment options for people with Alzheimer’s disease; the long-term success of the Company; the Company’s ability to raise additional capital while protecting stockholders from excessive dilution; the design, scope, completion, intended purpose, or future results of our warrant distribution; any expected clinical results of our on-going Phase 3 studies of simufilam in Alzheimer’s disease; the treatment of people with Alzheimer’s disease dementia; the safety or efficacy of simufilam in people with Alzheimer’s disease dementia; expected cash use of proceeds from the warrant distribution, if any; whether warrants will be traded on Nasdaq, the price of those warrants and the existence of a market for those warrants; whether and when warrants will be redeemed by the Company; whether the distribution of a warrant is a taxable event; comments made by our employees regarding the warrant distribution, simufilam, and potential benefits, if any, of our product candidates. These statements may be identified by words such as “may,” “anticipate,” “believe,” “could,” “expect,” “forecast,” “intend,” “plan,” “possible,” “potential,” and other words and terms of similar meaning.
Simufilam is our investigational product candidate. It is not approved by any regulatory authority in any jurisdiction and its safety, efficacy or other desirable attributes have not been established in patients.
Drug development and commercialization involve a high degree of risk, and only a small number of research and development programs result in commercialization of a product. Clinical results and analyses of our previous studies should not be relied upon as predictive of Phase 3 studies or any other study. Our clinical results from earlier-stage clinical trials may not be indicative of full results or results from later-stage or larger scale clinical trials and do not ensure regulatory approval. You should not place undue reliance on these statements or any scientific data we present or publish.
Forward looking statements are based largely on our current expectations and projections about future events. Such statements speak only as of the date of this news release and are subject to a number of risks, uncertainties and assumptions, including, but not limited to, those risks relating to the ability to conduct or complete clinical studies on expected timelines, to demonstrate the specificity, safety, efficacy or potential health benefits of our product candidates, any unanticipated impacts of the warrant distribution on our business operations, and including those described in the section entitled “Risk Factors” in our Annual Report on Form 10-K for the year ended
No Offer or Solicitation
This Press Release and the Q&A referenced in it 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 state or 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. A Form 8-A registration statement and prospectus supplement describing the terms of the warrants will be filed with the
Source: Cassava Sciences, Inc.