Pulse Biosciences, Inc. Announces Record Date, Subscription Pricing, and Expiration Date for Rights Offering
and Effectiveness of Its Registration Statement
Pulse Biosciences, Inc. (Nasdaq: PLSE) (“Pulse Biosciences” or the “Company”), a novel medical therapy company bringing to
market its proprietary CellFX™ Nano-Pulse Stimulation™ (NPS™) platform, today announced that it has set key dates and pricing
structure for its previously announced rights offering of $45,000,000 of its common stock.
Pulse Biosciences intends to issue non-transferable subscription rights to purchase shares of its common stock to common
stockholders as of 5:00 p.m. Eastern Time on Monday November 19, 2018 (the “Record Date”). Any person who purchases shares prior to
the Record Date will be deemed a holder of record with respect to those shares only if the transaction has settled by the Record
Date. The standard settlement cycle in the United States is currently the trade date plus two business days. Investors wishing to
participate in the Company’s offering are encouraged to contact their broker-dealer to ensure the settlement of transactions prior
to the Record Date.
Following the Record Date, the Company intends to mail to stockholders of record on the Record Date a prospectus and related
documents for use in exercising subscription rights. The subscription rights will expire and have no value if they are not
exercised prior to 5:00 p.m. Eastern Time on Thursday December 6, 2018 (the “Expiration Date”).
Pursuant to the rights offering, Pulse Biosciences is distributing, at no charge to the holders of its common stock,
non-transferable subscription rights to purchase up to $45,000,000 of shares of its common stock at a subscription price per share
equal to the lesser of (i) $13.33 per share, the closing price on November 7, 2018 (the “Initial Price”) or (ii) the volume
weighted average price (the “Alternate Price”) of the Company’s common stock as calculated for the five-trading day period through
and including the Expiration Date.
Stockholders wishing to exercise subscription rights must timely pay $13.33 per share, the Initial Price, for the number of
shares of common stock they wish to acquire. If the Alternate Price is lower than the Initial Price on the Expiration Date, any
excess subscription amounts paid by a subscribing holder will be applied towards the purchase of additional shares in the rights
offering. Stockholders who fully exercise their basic subscription rights will be entitled to subscribe for additional shares that
are not purchased by other stockholders, on a pro rata basis and subject to availability and ownership limitations.
Stockholders may exercise their subscription rights by delivering documentation of their subscription and payment in the manner
specified in the prospectus relating to the rights offering. Beneficial stockholders (i.e. stockholders whose shares are in a
brokerage account), should exercise their subscription rights as indicated in the instructions provided by their broker-dealer.
Procedures and dates set-forth by broker-dealers may differ from those in offering documents. Investors wishing to participate in
the Company’s offering are encouraged to contact their broker-dealer for further information.
Questions about the rights offering and requests for copies of the prospectus relating to the rights offering may be directed
to Broadridge Corporate Issuer Solutions, Inc., the Company’s information and subscription agent for the rights offering,
after the Record Date by calling (888) 789-8409 (toll-free) or by emailing shareholder@broadridge.com.
A registration statement relating to the rights offering has been filed with the Securities and Exchange Commission (the
“Commission”) and was declared effective by the Commission on November 6, 2018. 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. Any offer will be made only by means of a prospectus forming part of the
registration statement.
About Pulse Biosciences
Pulse Biosciences is a novel medical therapy company bringing to market its proprietary CellFX™ Nano-Pulse Stimulation™
(NPS™) platform. The Company’s CellFX NPS platform provides a novel, precise, non-thermal, treatment technology delivering
nanosecond duration energy pulses that impact cells in treated tissue while sparing acellular tissue. NPS’s unique mechanism of
action disrupts the functions of internal cell structures while maintaining the outer cell membrane initiating a cascade of events
within the cell that results in regulated cell death. The novel characteristics of the Company’s NPS mechanism of action has the
potential to significantly benefit patients across multiple medical applications, including dermatology, the Company’s first
planned commercial application. In pre-clinical studies, NPS has demonstrated an ability to induce immunogenic cell death in
several cancer cell lines. The Company believes its NPS platform may play a role in immuno-oncology as a focal tumor treatment that
can initiate an adaptive immune response. More information can be found at
www.pulsebiosciences.com.
Forward-Looking Statements
All statements in this press release that are not historical are forward-looking statements, including, among other things,
statements relating to Pulse Biosciences’ expectations regarding its planned rights offering, financing plans, use of proceeds
received the rights offering, regulatory clearance and the timing of FDA filings or approvals, the mechanism of action of NPS
treatments, current and planned future clinical studies, other matters related to its pipeline of product candidates, future
financial performance, anticipated cash use and other future events. These statements are not historical facts but rather are based
on Pulse Biosciences’ current expectations, estimates, and projections regarding Pulse Biosciences’ business, operations and other
similar or related factors. Words such as “may,” “will,” “could,” “would,” “should,” “anticipate,” “predict,” “potential,”
“continue,” “expects,” “intends,” “plans,” “projects,” “believes,” “estimates,” and other similar or related expressions are used
to identify these forward-looking statements, although not all forward-looking statements contain these words. You should not place
undue reliance on forward-looking statements because they involve known and unknown risks, uncertainties, and assumptions that are
difficult or impossible to predict and, in some cases, beyond Pulse Biosciences’ control. Actual results may differ materially from
those in the forward-looking statements as a result of a number of factors, including those described in Pulse Biosciences’ filings
with the Securities and Exchange Commission. Pulse Biosciences undertakes no obligation to revise or update information in this
release to reflect events or circumstances in the future, even if new information becomes available.
Caution: Pulse Biosciences’ Nano-Pulse Stimulation (NPS) and CellFX system are for investigational use.
Rights Offering Information & Subscription Agent:
Broadridge Corporate Issuer Solutions, Inc.
1-888-789-8409
shareholder@broadridge.com
or
Investor Relations:
Pulse Biosciences, Inc.
Brian Dow
Sr. Vice President and Chief Financial Officer
IR@pulsebiosciences.com
or
Solebury Trout
Gitanjali Jain Ogawa, (646) 378-2949
gogawa@troutgroup.com
or
Media:
Tosk Communications
Nadine D. Tosk, 504-453-8344
nadinepr@gmail.com
View source version on businesswire.com: https://www.businesswire.com/news/home/20181107006037/en/