Full Press Release Details
ReShape Lifesciences Announces Pricing of
$6.0 Million Public Offering
Calif., Feb. 15, 2025 - ReShape Lifesciences ("ReShape"
or the "Company") (Nasdaq: RSLS), the premier physician-led weight loss and metabolic health solutions company,
today announced the pricing of its public offering of 2,575,107 units at a public offering price of $2.33 per unit. Each unit consists
of one common share (or pre-funded warrant to purchase one common share in-lieu thereof) and one warrant to purchase one common share.
which are not exercisable unless and until approved by ReShape stockholders, will be initially exercisable at a price of $5.83 per share,
subject to standard adjustments for dividends, splits and similar events, and also subject to adjustment upon a one-time reset on the
Reset Date (as described in the warrants), subject to a floor price described therein. The warrants may also be exercised on an alternative
cashless basis pursuant to which the holder may exchange each warrant for 1.2 times the number of shares of common stock they would receive
upon a cash exercise. The warrants will become exercisable after notice is provided regarding stockholder approval and will expire on
the later of (i) twelve (12) days after the date of stockholder approval and (ii) the earlier of (x) the closing date of the Company's
previously announced merger with Vyome Therapeutics, Inc. and (y) sixty (60) days after the date of stockholder approval. The shares of
common stock (or pre-funded warrants) and accompanying warrants can only be purchased together in this public offering but will be issued
separately and will be immediately separable upon issuance. Gross proceeds to the Company, before deducting placement agent's fees and
other offering expenses, are expected to be approximately $6.0 million. The offering is expected to close on or about February 18, 2025,
subject to the satisfaction of customary closing conditions.
LLC is acting as sole placement agent in connection with the offering.
statement on Form S-1 (File No. 333-284362) was filed with the U.S. Securities and Exchange Commission ("SEC"), as amended,
and was declared effective by the SEC on February 14, 2025 and a registration statement on Form S-1 filed pursuant to Rule 462(b) of
the Securities Act of 1933, as amended, was filed with the SEC and became effective upon filing on February 14, 2025 (together, the "registration
statement"). A final prospectus relating to the offering will be filed with the SEC and will be available on the SEC's website
at http://www.sec.gov. The offering is being made only by means of a prospectus forming part
of the effective registration statement. Electronic copies of the prospectus relating to this offering, when available, may also be obtained
from Maxim Group LLC, 300 Park Avenue, 16th Floor, New York, New York 10022, Attention: Syndicate Department, by telephone at (212) 895-3745
or by email at syndicate@maximgrp.com.
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.
ReShape Lifesciences
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 and Lap-Band 2.0 Flex Systems
provide minimally invasive,
treatment of obesity and are an alternative to more invasive surgical stapling procedures such as the gastric bypass or sleeve gastrectomy.
The ReShape Diabetes Neuromodulation system (formerly, Diabetes Bloc-Stim Neuromodulation (DBSN )) is a novel minimally
invasive therapeutic implant concept that delivers bio-electronic neuromodulation of vagus nerve branches that are innervating organs
which regulate plasma glucose. The Obalon balloon technology is a non-surgical, swallowable, gas-filled intra-gastric balloon that
is designed to provide long-lasting weight loss. For more information, please visit www.reshapelifesciences.com.
Safe Harbor Statement
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. Factors that could cause actual results to differ materially from those discussed in the forward-looking statements
include, among other things statements regarding the completion of the offering and the satisfaction of customary closing conditions related
to 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. 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.
Lifesciences Investor Contact:
and Chief Executive Officer