BrainsWay Ltd. Announces Closing of $45.2 Million Underwritten Public Offering of American Depositary Shares Including Full E...
01 Marzo 2021 - 1:00PM
BrainsWay Ltd. (NASDAQ & TASE: BWAY) (“BrainsWay” or the
“Company”), a global leader in the advanced noninvasive treatment
of brain disorders, today announced the closing of its previously
announced underwritten public offering of 5,315,300 American
Depositary Shares (“ADSs”), upsized to include 693,300 ADSs sold
pursuant to the underwriters’ exercise in full of their option to
purchase additional ADSs, at a price to the public of $8.50 per
ADS. The gross proceeds to BrainsWay from the offering, before
deducting underwriting discounts and commissions and offering
expenses, were approximately $45.2 million.
Oppenheimer & Co. Inc. acted as the sole
book-running manager for the offering. Ladenburg Thalmann and
Northland Capital Markets acted as the co-managers.
The ADSs were offered pursuant to a "shelf"
registration statement on Form F-3 (File No. 333-248601), including
a base prospectus, that was previously filed by BrainsWay and as
was declared effective by the Securities and Exchange Commission
(the “SEC”) on October 16, 2020. A final prospectus supplement and
the accompanying prospectus relating to and describing the terms of
the offering has been filed with the SEC and is available on the
website of the SEC at www.sec.gov. Copies of the final
prospectus supplement and accompanying prospectus relating to and
describing the terms of the offering may also be obtained from:
Oppenheimer & Co. Inc., Attention: Syndicate Prospectus
Department, 85 Broad Street, 26th Floor, New York, New York
10004, by telephone at 212-667-8055, or by email at
EquityProspectus@opco.com.
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.
About BrainsWay
BrainsWay is a commercial stage medical device
company focused on the development and sale of non-invasive
neurostimulation products using the Company’s proprietary Deep
Transcranial Magnetic Stimulation (Deep TMS) platform technology.
The Company received marketing authorization from the U.S. Food and
Drug Administration (FDA) for its products for a variety of patient
populations, including in 2013 for patients with major depressive
disorder (MDD), in 2018 for patients with obsessive-compulsive
disorder (OCD), and in 2020 for patients with smoking addiction.
BrainsWay is currently conducting clinical trials of Deep TMS in
various psychiatric, neurological, and addiction disorders.
Forward Looking Statements
This press release contains "forward-looking
statements" within the meaning of the Private Securities Litigation
Reform Act of 1995. Such statements may be preceded by the words
“intends,” “may,” “will,” “plans,” “expects,” “anticipates,”
“projects,” “predicts,” “estimates,” “aims,” “believes,” “hopes,”
“potential” or similar words, and include, but are not limited to,
statements about the expected proceeds, use of proceeds and closing
of the underwritten offering. These forward-looking statements and
their implications are based on the current expectations of the
management of the Company only and are subject to a number of
factors and uncertainties that could cause actual results to differ
materially from those described in the forward-looking statements.
The following factors, among others, could cause actual results to
differ materially from those described in the forward-looking
statements: inadequacy of financial resources to meet future
capital requirements; changes in technology and market
requirements; delays or obstacles in launching and/or successfully
completing planned studies and clinical trials; failure to obtain
approvals by regulatory agencies on the Company’s anticipated
timeframe, or at all; inability to retain or attract key employees
whose knowledge is essential to the development of Deep TMS
products; unforeseen difficulties with Deep TMS products and
processes, and/or inability to develop necessary enhancements;
unexpected costs related to Deep TMS products; failure to obtain
and maintain adequate protection of the Company’s intellectual
property, including intellectual property licensed to the Company;
the potential for product liability; changes in legislation and
applicable rules and regulations; unfavorable market perception and
acceptance of Deep TMS technology; inadequate or delays in
reimbursement from third-party payers, including insurance
companies and Medicare; inability to commercialize Deep TMS,
including internationally, by the Company or through third-party
distributors; product development by competitors; inability to
timely develop and introduce new technologies, products and
applications, and the effect of the global COVID-19 health pandemic
on our business and continued uncertainty and market impact
relating thereto.
Any forward-looking statement in this press
release speaks only as of the date of this press release. The
Company undertakes no obligation to publicly update or review any
forward- looking statement, whether as a result of new information,
future developments or otherwise, except as may be required by any
applicable securities laws. More detailed information about the
risks and uncertainties affecting the Company is contained under
the heading “Risk Factors” in the Company’s filings with the U.S.
Securities and Exchange Commission, including the Company's Annual
Report on Form 20-F filed with the U.S. Securities and Exchange
Commission on March 23, 2020. Investors and security holders are
urged to read these documents free of charge on the SEC’s web site
at http://www.sec.gov.
Contact:BrainsWay: Hadar Levy SVP and General
ManagerHadarL@brainsway.com
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