Pulse Biosciences, Inc. Announces Planned Redemption of Warrants

PLSE 12.23.2024

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HAYWARD, Calif.--(BUSINESS WIRE)--Dec. 23, 2024--Pulse Biosciences, Inc.(Nasdaq: PLSE), a company leveraging its novel and proprietary Nanosecond Pulsed Field AblationTM (nano-PFA or nsPFATM) technology, today announced that it intends to deliver an irrevocable notice of redemption, on or aboutDecember 27, 2024, to redeem the first tranche of common stock warrants, redeemable by the Company if the Company’s stock trading price exceeds$16.50for twenty consecutive trading days, that were issued as part of itsJuly 3, 2024rights offering which are still outstanding as ofFebruary 5, 2025(the “Redemption Date”). These outstanding common stock warrants (the “150% Warrants”), which were issued in the Company’s 2024 rights offering (the “Rights Offering”), pursuant to the Company’s Registration Statement on Form S-3, as amended (File No. 333-278494), may be exercised by the holders thereof until6:30 p.m., Eastern time, on the Redemption Date, at the exercise price of$11.00per share of Company common stock,$0.001par value per share. Any 150% Warrants not exercised before6:30 p.m., Eastern time, onFebruary 5, 2025, will be redeemed by the Company for$0.01per 150% Warrant share (the “Redemption Price”).

Under the terms of the 150% Warrants, the Company has the right to redeem the 150% Warrants (CUSIP # 74587B135) if the volume weighted average price (as defined therein, “VWAP”) exceeds$16.50per share for twenty (20) consecutive trading days at least three months after the date that the 150% Warrants were issued. This requirement was met for each of the twenty consecutive trading days precedingDecember 23, 2024. Over this period, the Company had an average VWAP of$18.85.

Any 150% Warrants that remain unexercised at6:30 p.m., Eastern time, on the Redemption Date, will be void and no longer exercisable, and the holders of those 150% Warrants will be entitled to receive only the Redemption Price of$0.01per 150% Warrant share. The second tranche of common stock warrants issued in the Rights Offering (the “200% Warrants”) are not being redeemed at this time.

The Company received aggregate gross proceeds of$60 millionfrom its Rights Offering, which was completed inJuly 2024, and the Company will receive an additional$66 millionof gross proceeds, if all of the 150% Warrants and all of the 200% Warrants (collectively, the “Warrants”) are exercised prior to the Redemption Date.

None of the Company, its board of directors or employees has made or is making any representation or recommendation to any holder of any Warrants as to whether to exercise or refrain from exercising any Warrants.

A registration statement, as amended, relating to the Rights Offering was previously filed with theSecurities and Exchange Commission(the “SEC”) and declared effective onMay 31, 2024. A prospectus relating to the offering was filed with theSECon and supplemented onJune 4, 2024and is available on the SEC’s website.

The Company will post a copy of the notice of redemption being sent to the holders of the 150% Warrants on its investor relations website atinvestors.pulsebiosciences.com.

Questions concerning redemption and exercise of the 150% Warrants can be directed toBroadridge Corporate Issuer Solutions, LLC, Attn:BCIS Re-Organization Dept., P.O. Box 1317,Brentwood, NY11717-0718, telephone number 888-789-8409 or toshareholder@broadridge.com.

No Offer or Solicitation

This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any offer of any of the Company’s securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction.

About Pulse Biosciences®

Pulse Biosciencesis a novel bioelectric medicine company committed to health innovation that has the potential to improve the quality of life for patients. The Company’s proprietary CellFX® nsPFATM technology delivers nanosecond pulses of electrical energy to non-thermally clear cells while sparing adjacent noncellular tissue. The Company is actively pursuing the development of its CellFX nsPFA technology for use in the treatment of atrial fibrillation and in a select few other markets where it could have a profound positive impact on healthcare for both patients and providers.Pulse Biosciencesis now headquartered inMiami, Floridaand maintains its office inHayward, California.

Pulse Biosciences, CellFX, Nano-Pulse Stimulation, NPS, nsPFA, CellFX nsPFA and the stylized logos are among the trademarks and/or registered trademarks ofPulse Biosciences, Inc.inthe United Statesand other countries.

Forward-Looking Statements

All statements in this press release that are not historical are forward-looking statements, including, among other things, statements relating to the Company’s planned redemption of outstanding warrants, statements concerning its expected product development efforts, statements about its Nanosecond Pulsed Field Ablation (nsPFA) technology to non-thermally clear cells while sparing adjacent noncellular tissue, as well as statements concerning customer adoption and future use of the CellFX System to address a range of conditions such as atrial fibrillation. These statements are not historical facts but rather are based on Pulse Biosciences’ current expectations, estimates, and projections regarding Pulse Biosciences’ business, operations and other similar or related factors. Words such as “may,” “will,” “could,” “would,” “should,” “anticipate,” “predict,” “potential,” “continue,” “expects,” “intends,” “plans,” “projects,” “believes,” “estimates,” and other similar or related expressions are used to identify these forward-looking statements, although not all forward-looking statements contain these words. You should not place undue reliance on forward-looking statements because they involve known and unknown risks, uncertainties, and assumptions that are difficult or impossible to predict and, in some cases, beyond Pulse Biosciences’ control. Actual results may differ materially from those in the forward-looking statements as a result of a number of factors, including those described in Pulse Biosciences’ filings with theSecurities and Exchange Commission.Pulse Biosciencesundertakes no obligation to revise or update information in this release to reflect events or circumstances in the future, even if new information becomes available.

View source version onbusinesswire.com:https://www.businesswire.com/news/home/20241223275716/en/

Investor Contacts:Pulse BiosciencesDarrin Uecker, CTO orKevin Danahy, CCOIR@pulsebiosciences.comorGilmartin GroupPhilip Trip Taylor415.937.5406philip@gilmartinir.com

Source:Pulse Biosciences, Inc.

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