On January 27, 2023 Inhibikase Therapeutics, Inc. (Nasdaq: IKT) ("Inhibikase" or "Company"), a clinical-stage pharmaceutical company developing protein kinase inhibitor therapeutics to modify the course of Parkinson’s disease ("PD"), Parkinson’s-related disorders and other diseases of the Abelson Tyrosine Kinases, reported that it has closed its previously reported registered direct offering for the issuance and sale of 6,744,187 of its shares of common stock (or common stock equivalents) at a purchase price of $0.86 per share (or common stock equivalent) (Press release, Inhibikase Therapeutics, JAN 27, 2023, View Source [SID1234626614]). The Company also closed its previously announced concurrent private placement for the issuance and sale of 4,883,721 of its shares of common stock (or common stock equivalents), at the same purchase price as in the registered direct offering. In addition, in connection with the offerings, the Company issued unregistered warrants to purchase up to an aggregate of 11,627,908 shares of common stock. The registered direct offering and the private placement were priced at a premium to market under Nasdaq rules.

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H.C. Wainwright & Co. acted as the exclusive placement agent for the offerings.

The warrants have an exercise price $0.75 per share, are exercisable immediately upon issuance and have a term of five years from the date of issuance.

The aggregate gross proceeds to the Company from the concurrent offerings was approximately $10 million, before deducting the placement agent’s fees and other offering expenses payable by Inhibikase. The Company currently intends to use the net proceeds from the offerings for general corporate purposes, including clinical trials, product candidate development and manufacturing activities for product candidates, and to meet working capital needs.

The shares of common stock (or common stock equivalents) offered in the registered direct offering (but excluding the securities offered in the private placement and the shares of common stock underlying the unregistered warrants) were offered and sold by the Company pursuant to a "shelf" registration statement on Form S-3 (Registration No. 333-262551), including a base prospectus, previously filed with the Securities and Exchange Commission (SEC) on February 7, 2022 and declared effective by the SEC on February 11, 2022. The offering of the shares of common stock (or common stock equivalents) issued in the registered direct offering were made only by means of a prospectus supplement that forms a part of the registration statement. A final prospectus supplement and an accompanying base prospectus relating to the registered direct offering has been filed with the SEC and is available on the SEC’s website located at View Source Electronic copies of the final prospectus supplement and accompanying base prospectus may also be obtained by contacting H.C. Wainwright & Co., LLC at 430 Park Avenue, 3rd Floor, New York, NY 10022, by phone at (212) 856-5711 or e-mail at [email protected].

The offer and sale of the securities in the private placement and the unregistered warrants described above were made in a transaction not involving a public offering and have not been registered under Section 4(a)(2) of the Securities Act of 1933, as amended (the "Securities Act") and/or Rule 506(b) of Regulation D promulgated thereunder and, along with the shares of common stock underlying the unregistered warrants, have not been registered under the Securities Act or applicable state securities laws. Accordingly, the securities in the private placement, the unregistered warrants and underlying shares of common stock may not be reoffered or resold in the United States except pursuant to an effective registration statement with the Securities and Exchange Commission (the "SEC") or an applicable exemption from the registration requirements of the Securities Act and such applicable state securities laws.

The Company has agreed to file an initial registration statement with the SEC covering the resale of the securities issued in the private placement no later than 10 days following the date of the agreement.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities, 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 the registration or qualification under the securities laws of any such state or jurisdiction.