Full Press Release Details
Citius Pharmaceuticals Announces $2 Million
Registered Direct Offering of Common Stock
Cranford, NJ, April 1, 2025 -
Citius Pharmaceuticals Inc. (Nasdaq: CTXR) ("Citius Pharma" or the "Company"), a biopharmaceutical company dedicated
to the development and commercialization of first-in-class critical care products, today announced that it has entered into a definitive
agreement for the purchase of 1,739,131 shares of its common stock (or pre-funded warrants in lieu thereof), at a purchase price of $1.15
per share (or pre-funded warrant in lieu thereof). The closing of the offering is expected to occur on or about April 2, 2025, subject
to the satisfaction of customary closing conditions.
H.C. Wainwright & Co. is acting as the exclusive
placement agent for the offering.
aggregate gross proceeds to the Company from the offering are expected to be approximately $2 million, before deducting the placement
agent fees and other offering expenses payable by the Company. The Company currently intends to use the net proceeds from the offering
to support the commercial launch of LYMPHIR as well as general
The securities described above are being offered
pursuant to a "shelf" registration statement (File No. 333-277319) filed with the Securities and Exchange Commission ("SEC")
on February 23, 2024 and declared effective on March 1, 2024. The offering is being made only by means of a prospectus, including a prospectus
supplement, forming a part of the effective registration statement. The prospectus supplement and the accompanying prospectus relating
to the securities being offered will be filed with the SEC and be available at the SEC's website at www.sec.gov. Electronic copies
of the prospectus supplement and the accompanying prospectus relating to the securities being offered may also be obtained, when available,
by contacting H.C. Wainwright & Co., LLC at 430 Park Avenue, 3rd Floor, New York, NY 10022, by telephone at (212)
856-5711 or e-mail at placements@hcwco.com.
This press release shall not constitute an offer
to sell or the solicitation of an offer to buy any of the securities described herein, 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 the registration or qualification under
the securities laws of any such state or jurisdiction.
About Citius Pharmaceuticals, Inc.
Citius Pharma is a biopharmaceutical company dedicated
to the development and commercialization of first-in-class critical care products. In August 2024, the FDA approved LYMPHIR, a targeted
immunotherapy for an initial indication in the treatment of cutaneous T-cell lymphoma. Citius Pharma's late-stage pipeline also
includes Mino-Lok , an antibiotic lock solution to salvage catheters in patients with catheter-related bloodstream infections, and
CITI-002 (Halo-Lido), a topical formulation for the relief of hemorrhoids. A Pivotal Phase 3 Trial for Mino-Lok and a Phase 2b trial for
Halo-Lido were completed in 2023. Mino-Lok met primary and secondary endpoints of its Phase 3 Trial. Citius Pharma is actively engaged
with the FDA to outline next steps for both programs. Citius Pharma owns 92% of Citius Oncology, Inc. ("Citius Oncology").
For more information, please visit www.citiuspharma.com.
Forward Looking Statements
This press release may contain "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.
Such statements are made based on our expectations and beliefs concerning future events impacting Citius Pharma. You can identify these
statements by the fact that they use words such as "will," "anticipate," "estimate," "expect,"
"plan," "should," and "may" and other words and terms of similar meaning or use of future dates. Forward-looking
statements are based on management's current expectations and are subject to risks and uncertainties that could negatively affect
our business, operating results, financial condition and stock price, and includes all statements related to the completion of the offering,
the satisfaction of customary closing conditions related to the offering and the intended use of net proceeds from the offering. Factors
that could cause actual results to differ materially from those currently anticipated, and, unless noted otherwise, that apply to Citius
Pharma and Citius Oncology, are: related to the closing of the offering; our need for substantial additional funds; our ability to raise
additional money to fund our operations for at least the next 12 months as a going concern; our ability to commercialize LYMPHIR and any
of our other product candidates that may be approved by the FDA; Citius Pharma's ability to continue to meet Nasdaq's continued
listing standards; risks relating to the results of research and development activities, including those from our existing and any new
pipeline assets; risks related to research using our assets but conducted by third parties; the estimated markets for our product candidates
and the acceptance thereof by any market; the ability of our product candidates to impact the quality of life of our target patient populations;
our dependence on third-party suppliers; our ability to procure cGMP commercial-scale supply; our ability to obtain, perform under and
maintain financing and strategic agreements and relationships; uncertainties relating to preclinical and clinical testing; the early stage
of products under development; market and other conditions; risks related to our growth strategy; patent and intellectual property matters;
our ability to identify, acquire, close and integrate product candidates and companies successfully and on a timely basis; government
regulation; competition; as well as other risks described in our SEC filings. These risks have been and may be further impacted by any
future public health risks. Accordingly, these forward-looking statements do not constitute guarantees of future performance, and you
are cautioned not to place undue reliance on these forward-looking statements. Risks regarding our business are described in detail in
our SEC filings which are available on the SEC's website at www.sec.gov, including in Citius Pharma's Annual Report on Form
10-K for the year ended September 30, 2024, filed with the SEC on December 27, 2024, as amended on January 27, 2025, as updated by our
subsequent filings with the SEC. These forward-looking statements speak only as of the date hereof, and we expressly disclaim any obligation
or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in
our expectations or any changes in events, conditions or circumstances on which any such statement is based, except as required by law.