On April 12, 2023, Palatin Technologies, Inc. (the "Company") reported to have entered into a new Equity Distribution Agreement, dated April 12, 2023 (the "Equity Distribution Agreement"), with Canaccord Genuity LLC ("Canaccord"), pursuant to which the Company may, from time to time, offer and sell, through Canaccord, shares of the Company’s common stock, par value $0.01 per share (the "Shares"), having an aggregate offering price of up to approximately $50 million (Press release, Palatin Technologies, APR 12, 2023, View Source [SID1234630005]).
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The Shares will be offered and sold by the Company pursuant to its previously filed and currently effective Registration Statement on Form S-3 (Reg. No. 333-262555) (the "Registration Statement"). The Shares may only be offered and sold by means of a prospectus, including a prospectus supplement, forming part of the effective Registration Statement. Sales of the common stock, if any, will be made at market prices by methods deemed to be an "at-the market-offering" as defined in Rule 415 promulgated under the Securities Act of 1933, as amended, including sales made directly on the NYSE American, on any other existing trading market for the common stock, or to or through a market maker other than on an exchange.
We will pay Canaccord a commission rate of 3.0% of the gross proceeds from the sales of common stock sold pursuant to the terms of the Equity Distribution Agreement. The Equity Distribution Agreement also contains, among other things, customary representations, warranties and covenants by the Company and indemnification obligations of the Company and Canaccord as well as certain termination rights for both the Company and Canaccord. The Company has no obligation to sell any Shares under the Equity Distribution Agreement, and may at any time suspend solicitation and offers under the Equity Distribution Agreement.
The foregoing description of the Equity Distribution Agreement does not purport to be complete and is qualified in its entirety by reference to the full Equity Distribution Agreement. A copy of the Equity Distribution Agreement is attached hereto as Exhibit 1.1.
This Current Report on Form 8-K does not constitute an offer to sell the Shares or a solicitation of an offer to buy the Shares, nor shall there be any sale of the Shares in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.