Full Press Release Details
Lifesciences Announces Pricing of Upsized
Million Underwritten Public Offering
SAN CLEMENTE, CA- February 6,
2023 (GLOBE NEWSWIRE) - ReShape Lifesciences Inc. (Nasdaq: RSLS), the premier physician-led weight loss and metabolic health
solutions company, today announced the pricing of its upsized underwritten public offering of 1,275,000 units, with each unit consisting
of one share of its common stock, or one pre-funded warrant to purchase one share of its common stock, and one warrant to purchase one
and one-half shares of its common stock. Each unit is being sold at a public offering price of $8.00. The warrants in the units will
be immediately exercisable at a price of $8.00 per share and will expire five years from the date of issuance. Alternatively,
each warrant will become exercisable for 0.75 shares of common stock under the cashless exercise provision included in the common warrants
rather than the 1.5 shares of common stock under the cash exercise provision. The shares of common stock (or pre-funded warrants in lieu
thereof) and accompanying warrants can only be purchased together in this offering, but will be issued separately and will be immediately
separable upon issuance.
Gross proceeds, before deducting
underwriting discounts and commissions and estimated offering expenses, are expected to be approximately $10.2 million. The company
intends to use the net proceeds of this offering to continue implementation of its growth strategies, for working capital and general
corporate purposes. The offering is expected to close on February 8, 2023, subject to customary closing conditions.
ReShape has also granted the
underwriters an option to purchase an additional 191,250 shares of common stock and/or additional warrants to purchase up to 286,875 shares
of common stock, to cover over-allotments, if any.
Maxim Group LLC is acting
as sole book-running manager in connection with this offering.
The securities described above
are being offered pursuant to a registration statement on Form S-1, as amended (File No. 333-269207), which was declared effective
by the Securities and Exchange Commission (the "SEC") on February 3, 2023, and an additional registration
statement filed with the SEC on February 3, 2023 pursuant to Rule 462(b) under the Securities Act of 1933, as amended.
The offering is being made only by means of a prospectus which is a part of the effective registration statement. A preliminary prospectus
relating to the offering has been filed with the SEC. Copies of the final prospectus relating to this offering, when available, will
be filed with the SEC and may be obtained from Maxim Group LLC, 300 Park Avenue, 16th Floor, New York, NY 10022,
This press release shall not
constitute an offer to sell or a 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 other 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 other jurisdiction.
About ReShape Lifesciences Inc.
ReShape Lifesciences is
America's premier weight loss and metabolic health-solutions company, offering an integrated portfolio of proven products and services
that manage and treat obesity and metabolic disease. The FDA-approved Lap-Band Program provides minimally invasive,
long-term treatment of obesity and is an alternative to more invasive surgical stapling procedures such as the gastric bypass or sleeve
gastrectomy. ReShapeCare is a virtual weight-management program that supports lifestyle changes for all weight loss patients led
by board-certified health coaches to help them keep the weight off over time. The recently launched ReShape Marketplace is an online
collection of quality wellness products curated for all consumers to help them achieve their health goals. The investigational Diabetes
Bloc-Stim Neuromodulation (DBSN ) system utilizes a proprietary vagus nerve block and stimulation technology platform for
the treatment of Type 2 diabetes and metabolic disorders. The Obalon balloon technology is a non-surgical, swallowable, gas-filled
intra-gastric balloon that is designed to provide long-lasting weight loss.
Forward-Looking Safe Harbor Statement
This press release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.
Actual results could differ materially from those discussed due to known and unknown risks, uncertainties, and other factors. These forward-looking
statements generally can be identified by the use of words such as "expect," "plan," "anticipate," "could,"
"may," "intend," "will," "continue," "future," other words of similar meaning and the
use of future dates. These forward-looking statements and factors that may cause such differences include the satisfaction of customary
closing conditions related to the offering, the expected timing of the closing of the offering and the intended use of the proceeds from
the offering. These and additional risks and uncertainties are described more fully in the company's filings with the Securities
and Exchange Commission, including those factors identified as "risk factors" in our most recent Annual Report on Form 10-K
and subsequent Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. We are providing this information as of the date
of this press release and do not undertake any obligation to update any forward-looking statements contained in this document as a result
of new information, future events or otherwise, except as required by law.
ReShape Lifesciences Investor Contact:
Chief Financial Officer
Investor Relations Contact:
Rx Communications Group