On May 31, 2024 AIM ImmunoTech Inc. (NYSE American: AIM) ("AIM" or the "Company") reported that it has entered into a securities purchase agreement with a single institutional investor to purchase 5,640,958 shares of common stock in a registered direct offering at a purchase price of $0.363 per share (Press release, AIM ImmunoTech, MAY 31, 2024, View Source [SID1234643899]). In a concurrent private placement, the Company also agreed to issue unregistered Class A warrants to purchase up to an aggregate of 5,640,958 shares of common stock and, unregistered Class B warrants to purchase up to an aggregate of 5,640,958 shares of common stock. The Class A and Class B warrants will each have an exercise price of $0.363, will be exercisable six months from the date of issuance and, in the case of the Class A warrants, will expire on the eighteen-month anniversary from the initial exercise date, and in the case of the Class B warrants, will expire on the five-year anniversary from the initial exercise date.
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The gross proceeds to the Company from the registered direct offering and concurrent private placement are estimated to be approximately $2.0 million before deducting the placement agent’s fees and other estimated offering expenses payable by the Company.
Maxim Group LLC is acting as the sole placement agent in connection with the offering.
The shares of common stock are being offered pursuant to a shelf registration statement on Form S-3 (File No. 333-262280), which was declared effective by the U.S. Securities and Exchange Commission (the "SEC") on February 4, 2022. The offering of the shares of common stock is being made only by means of a prospectus, including a prospectus supplement, forming a part of the effective registration statement. A prospectus supplement relating to the shares of common stock will be filed by the Company with the SEC. When available, copies of the prospectus supplement relating to the registered direct offering, together with the accompanying prospectus, can be obtained at the SEC’s website at www.sec.gov or from Maxim Group LLC, 300 Park Avenue, New York, NY 10022, at (212) 895-3745.
The warrants to be issued in the concurrent private placement and the shares issuable upon exercise of such warrants were offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the "Act"), and Regulation D promulgated thereunder and have not been registered under the Act or applicable state securities laws. Accordingly, the warrants and the shares of common stock underlying the warrants may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Act and such applicable state securities laws.
This press release shall not constitute an offer to sell or a solicitation of an offer to buy any of the securities described herein, nor shall 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 the registration or qualification under the securities laws of any such state or other jurisdiction.