MIST Milestone Pharmaceuticals Inc

Milestone® Pharmaceuticals Inc. (“Milestone”) (Nasdaq: MIST), a biopharmaceutical company focused on the development and commercialization of innovative cardiovascular medicines, today announced the pricing of its previously announced underwritten public offering (the “Offering”) of (i) 16,666,667 of its common shares (the “Shares”) at a public offering price of $1.50 per share and (ii) in lieu of common shares, pre-funded warrants to purchase 3,333,333 common shares at a public offering price of $1.49 per pre-funded warrant, which represents the per share public offering price for the Shares less the $0.001 per share exercise price for each such pre-funded warrant (“Pre-Funded Warrants” and, together with the Shares the “Securities”). The proceeds to Milestone from the Offering, before deducting underwriting commissions and offering expenses payable by Milestone, are expected to be approximately $30.0 million. In addition, Milestone has granted the underwriters a 30-day option to purchase up to an additional 3,000,000 common shares at the public offering price, less underwriting commissions. The Offering is expected to close on or about March 4, 2024, subject to satisfaction of customary closing conditions.

Milestone intends to use the net proceeds from the Offering to continue the development of etripamil in its lead indication of paroxysmal supraventricular tachycardia (PSVT) and its subsequent indication of atrial fibrillation with rapid ventricular rate (AFib-RVR), as well as for working capital and other general corporate purposes.

Piper Sandler & Co. is acting as sole bookrunning manager for the Offering. H.C. Wainwright & Co. is acting as lead manager for the Offering.

The Securities are being offered by Milestone pursuant to a shelf registration statement on Form S-3 (333-261049), including a base prospectus, that was declared effective by the U.S. Securities and Exchange Commission (the “SEC”) on February 2, 2022. A preliminary prospectus supplement and accompanying prospectus relating to the Offering were filed with the SEC and are available on the SEC’s website located at www.sec.gov. A final prospectus supplement relating to the Offering will be filed with the SEC. A copy of the final prospectus supplement and the accompanying prospectus relating to the Offering may be obtained, when available, from: Piper Sandler & Co., Attention: Prospectus Department, 800 Nicollet Mall, J12S03, Minneapolis, MN 55402, or by telephone at (800) 747-3924, or by email at prospectus@psc.com.

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

About Milestone Pharmaceuticals Milestone Pharmaceuticals Inc. (Nasdaq: MIST) is a biopharmaceutical company developing and commercializing innovative cardiovascular medicines to benefit people living with certain heart conditions. Milestone recently submitted a New Drug Application (NDA) to the U.S. Food and Drug Administration (FDA) for etripamil for treatment of an abnormal heart rhythm, paroxysmal supraventricular tachycardia or PSVT.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Words such as "believe," "continue," "could," "demonstrate," "designed," "develop," "estimate," "expect," "may," "pending," "plan," "potential," "progress," "will" and similar expressions (as well as other words or expressions referencing future events, conditions, or circumstances) are intended to identify forward-looking statements. These forward-looking statements are based on Milestone's expectations and assumptions as of the date of this press release. Each of these forward-looking statements involves risks and uncertainties. Actual results may differ materially from these forward-looking statements. Forward-looking statements contained in this press release include statements regarding the timing and closing of the Offering, and the anticipated use of proceeds from the Offering. Important factors that could cause actual results to differ materially from those in the forward-looking statements include, but are not limited to, whether Milestone’s future interactions with the FDA will have satisfactory outcomes; whether and when, if at all, Milestone’s NDA for etripamil will be accepted for review and, if accepted for review, approved by the FDA; whether the FDA will require additional trials or data which may significantly delay and put at risk Milestone’s efforts to obtain approval and may not be successful; the risks inherent in biopharmaceutical product development and clinical trials, including the lengthy and uncertain regulatory approval process; uncertainties related to the timing of initiation, enrollment, completion, evaluation and results of Milestone’s clinical trials; risks and uncertainty related to the complexity inherent in cleaning, verifying and analyzing trial data; and whether the clinical trials will validate the safety and efficacy of etripamil for PSVT or other indications, among others, general economic, political, and market conditions, including deteriorating market conditions due to investor concerns regarding inflation and Russian hostilities in Ukraine and overall fluctuations in the financial markets in the United States and abroad, risks related to pandemics and public health emergencies, and risks related the sufficiency of Milestone's capital resources and its ability to raise additional capital in the current economic climate. These and other risks are set forth in Milestone's filings with the U.S. Securities and Exchange Commission, including in the preliminary prospectus related to the Offering, annual report on Form 10-K for the year ended December 31, 2022 and quarterly report on Form 10-K for the quarterly period ended September 30, 2023, under the caption "Risk Factors," as such discussion may be updated from time to time by subsequent filings, we may make with the U.S. Securities and Exchange Commission. Milestone cautions you not to place undue reliance on any forward-looking statements, which speak only as of the date they are made. Except as required by law, Milestone assumes no obligation to update any forward-looking statements contained herein to reflect any change in expectations, even as new information becomes available. 

Contact

Kim Fox, Vice President, Communications kfox@milestonepharma.com 704-803-9295