Clene (CLNN) Announces $7.3M Offering

Clene Inc. (Nasdaq: CLNN) (along with its subsidiaries, “Clene”) and its wholly-owned subsidiary Clene Nanomedicine Inc., a clinical-stage biopharmaceutical company focused on improving mitochondrial health and protecting neuronal function to treat neurological diseases, including amyotrophic lateral sclerosis (ALS) and multiple sclerosis (MS), today announced that on September 30, 2024 it entered into a securities purchase agreement with a healthcare focused institutional investor (“Healthcare Investor”) for the issuance and sale of 742,626 shares of its common stock (or pre-funded warrants in lieu thereof) in a registered direct offering priced at market under Nasdaq rules. In a concurrent private placement, Clene also agreed to issue to the Healthcare Investor warrants to purchase up to 742,626 shares of common stock. Each share of common stock (or pre-funded warrant in lieu thereof) is being sold with one warrant to purchase one share of common stock at a combined purchase price of $4.713. The warrants have an exercise price of $4.82 per share, are immediately exercisable and will expire five years following the date of issuance.

Additionally, in a separate concurrent private placement priced at market under Nasdaq rules, certain of our existing stockholders (“Current Investors”) of the Company purchased 681,469 shares of common stock (or pre-funded warrants in lieu thereof). Clene also agreed to issue to the Current Investors warrants to purchase up to 681,469 shares of common stock. Each share of common stock (or pre-funded warrant in lieu thereof) is being sold with one warrant to purchase one share of common stock at a combined purchase price of $4.713. The warrants have an exercise price of $4.82 per share, are immediately exercisable and will expire five years following the date of issuance.

Finally in a separate concurrent private placement priced at market under Nasdaq rules, directors and officers of Clene (the “Affiliated Investors”) purchased 122,819 shares of common stock. Clene also agreed to issue to the Affiliated Investors warrants to purchase up to 122,819 shares of common stock. Each share of common stock is being sold with one warrant to purchase one share of common stock at a combined purchase price of $4.875. The warrants have an exercise price of $4.82 per share, are immediately exercisable and will expire five years following the date of issuance.

The gross proceeds from the offerings, before deducting the placement agent's fees and other offering expenses, are expected to be approximately $7.3 million. Clene expects to use the net proceeds from the offerings, together with its existing cash, for expenses primarily related to general corporate purposes, including to fund the clinical development of our lead drug candidate, CNM-Au8®, including the conduct of and continued access to CNM-Au8 in our on-going and planned clinical trials, including expanded access protocols; potential future commercialization efforts; and future regulatory activities, including preparation of regulatory filings; and for additional early-stage research and development activities.

Canaccord Genuity is acting as sole placement agent for the offerings. The offerings are expected to close on or about October 1, 2024, subject to the satisfaction of customary closing conditions.

The common stock (or pre-funded warrants in lieu thereof, including the shares of common stock issuable upon exercise of the pre-funded warrants) offered to the Healthcare Investor described above are being offered pursuant to a “shelf” registration statement on Form S-3 (File No. 333-264299), previously filed with the Securities and Exchange Commission (SEC) 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. The warrants will be issued in a concurrent private placement. A final prospectus supplement and the accompanying prospectus relating to the registered direct offering will be filed with the SEC and will be available on the SEC’s website at www.sec.gov. Additionally, when available, electronic copies of the final prospectus supplement and the accompanying prospectus may be obtained from: Canaccord Genuity LLC, Attention: Syndication Department, 1 Post Office Square, Suite 3000, Boston, MA 02109, Attn: Syndicate Department, telephone at (800) 225-6104 or by email at [email protected].

The private placement of the common stock (or pre-funded warrants in lieu thereof, including the shares of common stock issuable upon exercise of the pre-funded warrants) offered to the Current Investors and Affiliated Investors and the private placement of the warrants and the shares of common stock underlying the warrants offered to the Healthcare Investor, the Current Investors and the Affiliated Investors will be made in reliance on an exemption from registration under Section 4(a)(2) of the Securities Act and/or Regulation D thereunder. Accordingly, the securities issued in the concurrent private placements may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act and such applicable state securities laws. The Company has agreed to register the shares of common stock issued in the private placement and the shares of common stock underlying the warrants on a resale registration statement to be filed with the SEC following the closing of the transactions described above.

This press release does not constitute an offer to sell or a solicitation of an offer to buy the securities in this offering, nor shall there by 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.

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