Windtree Therapeutics Closes Series C Preferred Stock Private Placement Financing

Windtree Therapeutics, Inc. (NasdaqCM: WINT) has finalized a private placement, generating approximately $12.9 million. This includes $3.4 million in new funding and $9.5 million through the cancellation and extinguishment of senior notes and Series B preferred shares. This transaction involved the issuance of 16,099 shares of Series C Convertible Preferred Stock and warrants to purchase up to 3,440,631 additional shares of common stock. The warrants, priced at $4.11 per share, will be exercisable six months and one day after issuance and will expire five years after that date. The company filed a detailed report with the SEC on July 22, 2024.

Windtree plans to use the proceeds from this placement for working capital and general corporate purposes. Kingswood Capital Partners, LLC served as the placement agent for this transaction. Furthermore, the company agreed to seek stockholder approval for the issuance of all common stock shares that could result from the conversion of Series C Preferred Stock and the exercise of the warrants, in compliance with Nasdaq regulations.

In addition to the private placement, Windtree entered a Common Stock Purchase Agreement on June 26, 2024, with an equity line investor. This agreement gives Windtree the option, but not the obligation, to sell up to $35 million of newly issued common stock to the investor. The company can only commence these sales once certain conditions outlined in the agreement are met. These conditions include the SEC declaring a registration statement effective, covering the resale of such shares. The decision to sell shares under this agreement will depend on various factors, including market conditions and the trading price of Windtree’s common stock.

CEO Craig Fraser expressed satisfaction with the private placement and equity line of credit, highlighting that these financial moves address several crucial objectives for the company. The private placement provides the necessary capital to support ongoing operations, including the active Phase 2b clinical trial for istaroxime in cardiogenic shock. Additionally, it facilitates the full conversion and elimination of senior notes, thereby removing this debt from Windtree’s balance sheet. Fraser noted that the Phase 2b clinical trial for early cardiogenic shock is expected to complete enrollment in the coming weeks, with topline data anticipated by the end of the current quarter. The equity line of credit and warrants associated with the private placement could serve as additional capital sources for the continued development of Windtree’s portfolio.

Windtree Therapeutics focuses on developing innovative therapies for critical conditions and diseases at both early and late stages. Its product candidates include istaroxime, currently in Phase II with properties activating SERCA2a for acute heart failure and cardiogenic shock. The company is also developing preclinical SERCA2a activators for heart failure and preclinical precision aPKCi inhibitors for potential use in rare and broad oncology applications. Additionally, Windtree operates a licensing business model, with several partnership out-licenses already in place.