Galectin Therapeutics (GALT) Agrees to Sell 1.5M Convertible Preferred Shares

September 27, 2016 4:18 PM EDT

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Galectin Therapeutics (NASDAQ: GALT) disclosed that on September 22, 2016 it entered into a Securities Purchase Agreement with 10X Fund, L.P., a Delaware limited partnership (“Purchaser”). Pursuant to the Purchase Agreement, the Company has agreed to issue and sell to Purchaser, and Purchaser has agreed to purchase from the Company at closings held or to be held on September 22, 2016 and September 29, 2016 (i) an aggregate of 1,500,000 shares of the Company’s Series B-3 Convertible Preferred Stock (the “Series B-3 Preferred Stock”) with an aggregate stated value of $1,500,000 million and convertible into such number of shares of the Company’s common stock, par value $0.001 per share (“Common Stock”) determined by dividing (A) $1.00 plus any accrued but unpaid dividends by (B) the closing price of the Common Stock on the day prior to issuance of the Series B-3 Preferred Stock plus $0.09375, and (ii) warrants to purchase 0.75shares of Common Stock for every share of Common Stock into which the Series B-3 Preferred Stock is convertible (the “Series B-3 Warrants”). The terms and conditions of the Series B-3 Preferred Stock are more fully described below under “Terms of the Series B-3 Preferred Stock.” The terms and conditions of the warrants are more fully described below under “Terms of the Common Stock Purchase Warrants”. Of the 6,000,000 shares of Series B-3 Preferred Stock authorized on September 22, 2016, 1,500,000 have been or will be issued and sold under the Purchase Agreement. By amending the Purchase Agreement the Company may also issue and sell to Purchaser all or part of the remaining 4,500,000 shares of Series B-3 Preferred Stock at closings occurring after September 29, 2016.



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