Salarius Pharmaceuticals, Inc. announced that it has entered into definitive agreements for the issuance and sale of an aggregate 3,636,364 shares at a price of $1.65 per share for gross proceeds of approximately $6,000,000 on May 11, 2023. The company will also issue series A-1 warrants to purchase up to an aggregate of 3,636,364 shares of common stock and series A-2 warrants to purchase up to an aggregate of 3,636,364 shares of common stock at a purchase price of $1.65 per share and accompanying warrants in a private placement priced at-the-market under Nasdaq rules. The private placement is expected to close on or about May 16, 2023, subject to the satisfaction of customary closing conditions.

The series A-1 warrants will have an exercise price of $1.40 per share, will be exercisable immediately upon issuance and have a term of five and one-half years from the date of issuance. The series A-2 warrants will have an exercise price of $1.40 per share, will be exercisable immediately upon issuance and have a term of 18 months from the date of issuance. The offer and sale of the foregoing securities in the private placement are being made in a transaction not involving a public offering under Section 4(a)(2) of the Securities Act of 1933, as amended and/or Rule 506(b) of Regulation D promulgated thereunder.