CervoMed Inc. announced that it has entered into a securities purchase agreement with the purchasers named therein for the private placement of an aggregate of 2,532,285 units, each unit comprised of one share of the Company?s common stock, par value $0.001 per share and one pre-funded warrant to purchase one share of Common Stock for the gross proceeds of $49,999,967.325 on March 28, 2024. A unit comprised of one share of Common Stock and one Series A Warrant shall have a purchase price of $19.745 and a Unit comprised of one Pre-Funded Warrant and one Series A Warrant shall have a purchase price of $19.744. The gross proceeds for the Private Placement are expected to be approximately $50 million, before deducting offering fees and expenses, and up to an additional approximately $99.4 million in gross proceeds if the Series A warrants are fully exercised for cash.

The transaction is expected to close on April 1, 2024, subject to customary closing conditions. The Placement Agents are entitled to receive a portion of a combined fee equal to approximately 6% of the aggregate gross proceeds from the securities sold in the Private Placement, plus the reimbursement of certain expenses. Each Pre-Funded Warrant will have an exercise price of $0.001 per Warrant Share, will be immediately exercisable on the date of issuance and will not expire.