Microbot Medical announces $2.35 million direct market offer registered under Nasdaq rules

Microbot Medical Inc.Microbot Medical Inc.

Microbot Medical Inc.

HINGHAM, Mass., June 03, 2024 (GLOBE NEWSWIRE) — Microbot Medical Inc. (Nasdaq: MBOT) today announced that it has entered into definitive agreements to purchase and sell 1,566,669 shares of the Company’s common stock at a purchase price of $1.50 per share of common stock in a registered direct offering at on the market under Nasdaq Rules. In addition, in a concurrent private placement, the Company will issue unregistered Series F preferred investment options. The Series F preferred investment options to purchase up to 3,133,338 shares of common stock have an exercise price of $1.50 per share and are exercisable immediately upon issuance for a period of two years thereafter. The closing of the registered direct offering and the concurrent private placement is expected to occur on or about June 4, 2024, subject to the satisfaction of customary closing conditions.

HC Wainwright & Co. is acting as the exclusive placement agent for the offers.

Gross proceeds to the Company from the offerings are expected to be approximately $2.35 million, before deducting placement agent fees and other offering expenses paid by the Company. The Company intends to use the net proceeds from the Offerings for ongoing development, commercialization and regulatory activities for the LIBERTY Company Robotics System, expansion and development of additional applications derived from the Company’s existing IP portfolio and for working capital and other general corporate purposes.

The shares of common stock described above (but not the Series F preferred investment options issued in the concurrent private placement or the shares of common stock underlying the Series F preferred investment options) are being offered by the Company pursuant to a shelf registration statement in Form. S-3 (File No. 333-275634) previously filed with the Securities and Exchange Commission (SEC) and declared effective by the SEC on December 4, 2023. The offering of shares of common stock is made only by means of a prospectus, including a prospectus supplement, which forms a part of the effective registration statement. A final prospectus supplement and accompanying prospectus relating to the registered direct offering will be filed with the SEC. Electronic copies of the final prospectus supplement and accompanying prospectus may be obtained, when available, at the SEC’s website at http://www.sec.gov or by contacting HC Wainwright & Co., LLC at 430 Park Avenue , 3rd Floor, New York, NY 10022, by phone at (212) 865-5711 or by email at placements@hcwco.com.

The Series F Preferred Investment Options described above were issued in a concurrent private placement pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended (the Securities Act), and Regulation D promulgated thereunder and, together with the shares of common stock underlying the Series F preferred investment options, have not been registered under the Securities Act or applicable state securities laws. Accordingly, the Series F preferred investment options and the underlying shares of common stock may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act and such laws applicable to government securities.

This press release will not constitute an offer to sell or a solicitation of an offer to buy these securities, nor will there be any sale of these securities in any state or other jurisdiction in which an offer , such solicitation or sale would be illegal prior to registration or qualification under the securities laws of any such state or other jurisdiction.

About Microbot Medical

Microbot Medical Inc. (NASDAQ: MBOT) is a pre-clinical medical device company that specializes in transformative micro-robotic technologies, with the goals of improving clinical outcomes for patients and increasing access through natural and artificial lumens within the human body.

Investigative LIBERTY The Endovascular Robotic Surgical System aims to improve the way surgical robotics are being used in endovascular procedures today, eliminating the need for large, heavy and expensive capital equipment, reducing radiation exposure and physician strain. The company believes in FREEDOM Remote operation of Endovascular Robotic Surgical Systems has the potential to be the first system to democratize endovascular interventional procedures.

Further information about Microbot Medical is available at http://www.microbotmedical.com.

Safe Harbor

Statements about future financial and/or operating results, future growth in research, technology, clinical development and potential opportunities for Microbot Medical Inc. and its subsidiaries, together with other statements regarding future expectations, beliefs, intentions, plans or prospects expressed by management, constitute forward-looking statements within the meaning of the Private Securities Reform Act of 1995 and federal securities laws. Any statement that is not a historical fact (including, but not limited to, statements containing words such as will, believes, plans, anticipates, expects and estimates) should also be considered forward-looking statements. Forward-looking statements involve risks and uncertainties, including, without limitation, the completion of the offerings, the satisfaction of customary closing conditions in connection with the offerings, the intended use of proceeds from the offerings, market conditions, inherent risks of development and/or or the commercialization of LIBERTY Robotic Endovascular Surgical System, the result of his studies to evaluate LIBERTY Endovascular Robotic Surgical System, uncertainty in the results of preclinical and clinical trials or regulatory pathways and regulatory approvals, including whether the Company’s pivotal human study is successful, any failure or inability to recruit physicians and clinicians to serve as principal investigators for conduct regulatory studies that may adversely affect or delay such studies, disruptions resulting from renewed and ongoing hostilities between Israel and the Palestinians and other neighboring countries, any ongoing uncertainty resulting from the COVID-19 pandemic, the need and ability to obtain capital in the future and the maintenance of intellectual property rights. Additional information on the risks Microbot Medical faces can be found under the heading Risk Factors in Microbot Medicals periodic reports filed with the Securities and Exchange Commission (SEC), which are available on the SEC’s website at www.sec.gov. Microbot Medical disclaims any intention or obligation to update these forward-looking statements, except as required by law.

Investor contact:

Mihal Efraty

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