13 December 2018 - - US-based specialty pharmaceutical company Tenax Therapeutics, Inc. (NASDAQ: TENX) has closed an underwritten offering for gross proceeds of approximately USD 10m, prior to deducting underwriting discounts and commissions and offering expenses payable by Tenax, the company said.

The offering was comprised of 5,181,346 units, priced at an offering price of USD 1.93 per unit, with each unit consisting of one share of series A convertible preferred stock, having a conversion price of USD 1.93, a two-year warrant to purchase one share of common stock with an exercise price of USD 1.93 per share, and a five-year warrant to purchase one share of common stock with an exercise price of USD 1.93 per share.

Tenax said the series A convertible preferred stock issued in this transaction includes a beneficial ownership limitation on conversion, but has no dividend rights (except to the extent that dividends are also paid on the common stock), liquidation preference or other preferences over common stock, and has no voting rights (with certain customary exceptions).

The series A convertible preferred stock has full ratchet price based anti-dilution protection. The exercise price of the warrants is fixed and the warrants do not contain any variable pricing features or any price-based anti-dilutive features.

The securities comprising the units are immediately separable and have been issued separately.

A total of 5,181,346 shares of series A convertible preferred stock convertible into 5,181,346 shares of common stock, and total warrants to purchase 10,362,692 shares of common stock were issued in the offering.

Ladenburg Thalmann and Co. Inc., a subsidiary of Ladenburg Thalmann Financial Services Inc. (NYSE American: LTS), acted as sole book-running manager in connection with the offering.

Tenax Therapeutics is a specialty pharmaceutical company focused on identifying, developing and commercializing products for the critical care market.

The company owns the North American rights to develop and commercialise levosimendan and is currently initiating a Phase 2 clinical trial for the use of levosimendan in the treatment of Pulmonary Hypertension associated with Heart Failure and preserved Ejection Fraction (PH-HFpEF).

Levosimendan is a calcium sensitizer that works through a unique triple mechanism of action. It initially was developed for intravenous use in hospitalized patients with acutely decompensated heart failure.

It was discovered and developed by Orion Pharma, Orion Corp. of Espoo Finland, and is currently approved in over 60 countries for this indication and not available in the United States. Tenax Therapeutics acquired the North American rights to develop and commercialize levosimendan from Phyxius Pharma, Inc.