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EX-99.3 - PRESS RELEASE, DATED DECEMBER 18, 2020 - ENDRA Life Sciences Inc. | ndra_ex993.htm |
EX-99.1 - PRESS RELEASE, DATED DECEMBER 15, 2020 - ENDRA Life Sciences Inc. | ndra_ex991.htm |
EX-5.1 - OPINION - ENDRA Life Sciences Inc. | ndra_ex51.htm |
EX-1.1 - UNDERWRITING AGREEMENT, DATED DECEMBER 15, 2020 - ENDRA Life Sciences Inc. | ndra_ex11.htm |
8-K - CURRENT REPORT - ENDRA Life Sciences Inc. | ndra_8k.htm |
Exhibit 99.2
ENDRA Life Sciences Announces Pricing of Public Offering of Common
Stock
ANN ARBOR, Mich. (December 15, 2020) – ENDRA Life Sciences Inc. (“ENDRA”) (NASDAQ: NDRA), a developer
of enhanced ultrasound technologies, today announced the pricing of
an underwritten public offering of 7,143,000 shares of common stock
at an offering price of $0.70 per Common Share. In addition, ENDRA
has granted the underwriter a 45-day option to purchase up to an
additional 714,286 shares to cover over-allotments, if any. All of
the shares are being offered by ENDRA.
ENDRA expects to receive gross proceeds from the offering of $5.0
million prior to deducting underwriting discounts, commissions and
other offering expenses. If the underwriter exercises its
over-allotment option in full, the gross proceeds would be
approximately $5.5 million. The offering is expected to close on
December 18, 2020, subject to the satisfaction of customary closing
conditions.
ENDRA intends to use the net proceeds from the proposed offering
for working capital and other general corporate
purposes.
ThinkEquity, a division of Fordham Financial Management, Inc., is
acting as the sole underwriter for the offering.
A shelf registration statement on Form S-3 (File No. 333-229090)
relating to the shares of common stock to be issued in the proposed
offering was filed with the Securities and Exchange Commission (the
"SEC") and is effective. A preliminary prospectus supplement and
accompanying prospectus describing the terms of the proposed
offering will be filed with the SEC. The securities may be offered
only by means of a prospectus, including a prospectus supplement,
forming a part of the effective registration statement. Copies of
the preliminary prospectus supplement and the accompanying
prospectus relating to the securities being offered may also be
obtained from ThinkEquity, a division of Fordham Financial
Management, Inc., 17 State Street, 22nd Floor, New York, New York
10004, by telephone at (877) 436-3673, by email at
prospectus@think-equity.com. Electronic copies of the preliminary
prospectus supplement and accompanying prospectus will also be
available on the SEC's website at http://www.sec.gov.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy 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 ENDRA Life Sciences Inc.
ENDRA Life Sciences is the pioneer of Thermo Acoustic Enhanced
UltraSound (TAEUS®),
a ground-breaking technology being developed to visualize tissue
like MRI, but at 1/50th the
cost and at the point of patient care. TAEUS is designed to work in
concert with the over one million ultrasound systems in use
globally today. TAEUS is initially focused on the measurement of
fat in the liver as a means to assess and monitor Non-Alcoholic
Fatty Liver Disease (NAFLD) and inflammation (NASH), chronic liver
conditions that affect over 1 billion people globally, and for
which there are no practical diagnostic tools. Beyond the liver,
ENDRA is exploring several other clinical applications of TAEUS,
including visualization of tissue temperature during energy-based
surgical procedures. For more information, please visit
www.endrainc.com.
Forward-Looking Statements
All statements in this news release that are not based on
historical fact are "forward-looking statements" within the meaning
of Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934. Forward-looking statements, which
are based on certain assumptions and describe our future plans,
strategies and expectations, can generally be identified by the use
of forward-looking terms such as "believe," "expect," "may,"
"will," "should," "could," "seek," "intend," "plan," "goal,"
"estimate," "anticipate" or other comparable terms. Examples of
forward-looking statements include, among others, estimates of the
timing of future events and achievements, such as the expectations
regarding commercializing the TAEUS device, establishing evaluation
reference sites and initial sales in Europe, receipt of U.S. Food
and Drug Administration regulatory approval and expectations
concerning ENDRA's business strategy. Forward-looking statements
involve inherent risks and uncertainties that could cause actual
results to differ materially from those in the forward-looking
statements as a result of various factors including, among others,
risks relating to whether we will consummate the proposed offering;
market and other general economic conditions; whether we will be
able to satisfy the conditions required to close any sale of common
stock in the proposed offering; the fact our management will have
broad discretion in the use of the proceeds from any sale of the
common stock in the proposed offering; our ability to develop a
commercially feasible technology; receipt of necessary regulatory
approvals; the impact of COVID-19 on our business plans; our
ability to find and maintain development partners, market
acceptance of our technology and the amount and nature of
competition in our industry; our ability to protect our
intellectual property; and the other risks and uncertainties
described in ENDRA's filings with the Securities and Exchange
Commission. The forward-looking statements made in this news
release speak only as of the date of issuance, and ENDRA assumes no
obligation to update any such forward-looking statements to reflect
actual results or changes in expectations, except as otherwise
required by law.
Company Contact:
David Wells
Chief Financial Officer
(734) 997-0464
investors@endrainc.com
www.endrainc.com
Investor Relations Contact:
Kim Sutton Golodetz
LHA Investor Relations
(212) 838-3777
kgolodetz@lhai.com
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