Full Press Release Details
Announces Pricing of Registered Direct Offering of Common Stock Priced At the Market
January 3, 2025 (GLOBE NEWSWIRE) -- Aclarion, Inc., ("Aclarion" or the "Company") (Nasdaq: ACON, ACONW), a healthcare
technology company that is leveraging biomarkers and proprietary augmented intelligence (AI) algorithms to help physicians identify the
location of chronic low back pain, today announced that it has agreed to sell 3,380,276 shares of its common stock at a price per
share of $0.142 in a registered direct offering priced at the market. All of the shares of common stock in the offering are being sold
by Aclarion. The closing of the offering is expected to take place on or about January 6, 2025, subject to the satisfaction of customary
The gross proceeds to Aclarion from this offering are
expected to be approximately $480,000, before deducting the placement agent's fees and other offering expenses payable by Aclarion.
Aclarion intends to use the net proceeds from the offering to fund market development and clinical
evidence, product development and quality, and general and administration support, and other general corporate purposes.
Dawson James Securities, Inc. is acting as the
sole placement agent for the offering.
The offering is being made pursuant to a shelf registration
statement on Form S-3 (File No. 333-281999) that was declared effective by the Securities and Exchange Commission ("SEC")
on September 23, 2024. The offering may be made only by means of a prospectus supplement and accompanying prospectus. A final prospectus
supplement with the final terms of the offering will be filed with the SEC and will be available for free on the SEC's website,
located at www.sec.gov. Copies of the prospectus supplement and the accompanying prospectus relating to the offering may be
obtained, when available, from Dawson James Securities, Inc., 101 North Federal Highway, Suite 600, Boca Raton, FL 33432 or by telephone
at (561) 391-5555, or by email at investmentbanking@dawsonjames.com.
does not constitute an offer to sell or the solicitation of an offer to buy these securities, 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 that state or jurisdiction.
About Aclarion, Inc.
healthcare technology company that leverages Magnetic Resonance Spectroscopy ("MRS"), proprietary signal processing techniques,
biomarkers, and augmented intelligence algorithms to optimize clinical treatments. The Company is first addressing the chronic low back
pain market with Nociscan, the first, evidence-supported, SaaS platform to noninvasively help physicians distinguish between painful and
nonpainful discs in the lumbar spine. Through a cloud connection, Nociscan receives magnetic resonance spectroscopy (MRS) data from an
MRI machine for each lumbar disc being evaluated. In the cloud, proprietary signal processing techniques extract and quantify chemical
biomarkers demonstrated to be associated with disc pain. Biomarker data is entered into proprietary algorithms to indicate if a disc may
be a source of pain. When used with other diagnostic tools, Nociscan provides critical insights into the location of a patient's
low back pain, giving physicians clarity to optimize treatment strategies.
Caution Regarding Forward-Looking Statements
contains forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995. Words such as "may,"
"might," "will," "should," "believe," "expect," "anticipate," "estimate,"
"continue," "predict," "forecast," "project," "plan," "intend" or similar
expressions, or statements regarding intent, belief, or current expectations are forward-looking statements and reflect the current beliefs
of Aclarion's management. Such forward-looking statements include, without limitation, statements relating to the completion of the offering
and the intended use of proceeds. These statements are not guarantees of future performance and are subject to certain risks, uncertainties
and other factors that could cause actual results and events to differ materially and adversely from those indicated by such forward-looking
statements including, among others: risks and uncertainties related to market conditions and the satisfaction of customary closing conditions
related to the offering, and other risks and uncertainties related to the offering, as well as the risks and uncertainties set forth in
the "Risk Factors" section and elsewhere in the prospectus supplement related to the offering filed with the SEC and in our
other filings with the SEC and available at www.sec.gov, including in our Annual Report on Form 10-K. Any forward-looking statements that
we make in this announcement speak only as of the date of this press release, and Aclarion assumes no obligation to update forward-looking
statements whether as a result of new information, future events or otherwise after the date of this press release, except as required
under applicable law.