Benzinga | Jul 20, 2020 04:11PM EDT

Histogen Inc. Announces Common Stock Purchase Agreement For $10M With Lincoln Park Capital Fund, LLC

Includes an Initial Investment of $1 Million

SAN DIEGO, July 20, 2020 (GLOBE NEWSWIRE) -- Histogen Inc. ("Histogen" or the "Company") (NASDAQ:HSTO), a regenerative medicine company with a novel biological platform that replaces and regenerates tissues in the body, today announced that it has that it has entered into a common stock purchase agreement for up to $10 million with Lincoln Park Capital Fund, LLC ("Lincoln Park"), a Chicago-based institutional investor. Upon execution of the purchase agreement, Lincoln Park made an initial purchase of $1.0 million of common stock.

Under the terms of the purchase agreement, the Company will have the right, in its sole discretion, to sell shares of its common stock to Lincoln Park over the 24-month term of the purchase agreement. Any common stock sold to Lincoln Park will occur at a purchase price that is based on the prevailing prices of the common stock at the time of each sale. The Company will control the timing and amount of any shares of common stock sold to Lincoln Park, and Lincoln Park is obligated to make purchases at quantities and prices in accordance with the purchase agreement. Histogen's sale of common stock is subject to various limitations including those set forth in the purchase agreement and the listing rules of Nasdaq.

The Company intends to use any proceeds it receives under the purchase agreement for working capital and general corporate purposes. There are no warrants, limitations on use of proceeds, financial or business covenants, rights of first refusal, participation rights, penalties or liquidated damages in the purchase agreement.

As part of the agreement, Lincoln Park has covenanted not to cause or engage in any manner whatsoever, any direct or indirect short selling or hedging of the Company's common stock. In consideration for Lincoln Park entering into the purchase agreement, Histogen issued shares of its common stock to Lincoln Park as a commitment fee. The purchase agreement may be terminated by the Company at any time, at its sole discretion, without any cost or penalty.

Additional information regarding the purchase agreement is set forth in a Current Report on Form 8-K, which Histogen filed today with the SEC.

This press release does not constitute an offer to sell or the solicitation of an offer to buy the securities in the described offering, nor shall there be any offer, solicitation or sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.