Neuralstem (CUR), $20 M private placement from Tianjin Pharmaceutical Holding Group - BUY

September 12, 2016 8:50am

Pre-market the stock is UP +$0.07 or +25.13% -- A back door for the Chinese to enter the public markets?

CUR has entered into definitive agreements with Tianjin Pharmaceutical Holding Group for common stock and convertible preferred stock for gross proceeds of $20 M.

The Bottom Line: Neuralstem will issue to Tianjin Pharmaceutical Holding Group, an aggregate of 28.5 M shares of common stock at a price per share of $0.253 and 1,000,000 shares of Series A 4.5% convertible preferred stock with a stated value of $12.7895 per share and which are immediately convertible into 50,551,383 shares of common stock at a conversion price of $0.253 per share, subject to certain beneficial ownership limitations. 

CUR had closed at$0.26

Like a shining star, it will flicker and melt … a back door for the Chinese to enter the public market.

A BUY and a SELL in a day or two?

The offering is expected to close during Q4/16 in accordance with the regulations of money transfers of the People’s Republic of China.  The offering was constructed in order to comply with the NASDAQ change-in-control and beneficial ownership limitations.

The securities offered in the private placement have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or applicable state securities laws. Accordingly, the securities 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 securities were offered only to Tianjin Pharmaceutical Holding Group.