Neuralstem Announces Pricing of $7.5 Million Underwritten Public Offering

GERMANTOWN, Md., July 25, 2019 /PRNewswire/ -- Neuralstem, Inc. (Nasdaq: CUR) ("Neuralstem" or the "Company") today announced the pricing of its underwritten public offering of an aggregate of 2,777,777 units at a public offering price of $2.70 per unit for gross proceeds of approximately $7,500,000, before deducting discount and commissions and estimated offering expenses. Each unit is comprised of one share of common stock (or common stock equivalent), one short-term warrant to purchase one share of common stock and one long-term warrant to purchase one share of common stock (collectively, a "warrant combination"). In addition, the Company has granted the underwriters a 45-day option to purchase up to an additional 416,666 shares of common stock and/or additional 416,666 warrant combinations at the public offering price per share and per warrant combination, before deducting underwriting discounts and commissions.

H.C. Wainwright & Co. is acting as the sole book-running manager for the offering.

Each short-term warrant has an exercise price of $2.70 per share, is exercisable immediately and terminates on December 31, 2020. Each long-term warrant has an exercise price of $2.70 per share and is exercisable immediately for five years from the issuance date. The shares of common stock (or common stock equivalents), the short-term warrants and long-term warrants comprising the units will be immediately separable upon issuance and will be issued separately. This offering is expected to close on or about July 30, 2019, subject to customary closing conditions.

The net proceeds of the offering are expected to be approximately $6.6 million, after deducting underwriting discounts and commissions and estimated offering expenses. The Company intends to use the net proceeds of the offering for the further development of our stem cell and small molecule assets, advancement of the Company's acquisition and in-licensing strategy and general corporate purposes.

The securities described above are being offered by the Company pursuant to a registration statement (file no. 333-232273) previously filed with and declared effective by the Securities and Exchange Commission (the "SEC") on July 25, 2019.  The offering is being made only by means of a prospectus forming part of the effective registration statement.  A preliminary prospectus relating to the securities being offered has been filed with the SEC and is available on the SEC's website at www.sec.gov and a final prospectus will be filed with the SEC. Electronic copies of the final prospectus relating to the offering may be obtained, when available, from H.C. Wainwright & Co., LLC, 430 Park Avenue, 3rd Floor, New York, NY 10022, by telephone at (646) 975-6996 or by email at [email protected], or at the SEC's website at www.sec.gov.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities, nor shall there be 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.

About Neuralstem, Inc.

Neuralstem is a clinical-stage biopharmaceutical company developing novel treatments for nervous system diseases of high unmet medical need. The Company has two lead development candidates:

• NSI-566 is a stem cell therapy being tested for treatment of paralysis in stroke, Amyotrophic Lateral Sclerosis (ALS) and chronic spinal cord injury (cSCI)

• NSI-189, is a small molecule in clinical development for major depressive disorder and in preclinical development for Angelman syndrome, irradiation-induced cognitive impairment, diabetic neuropathy, and stroke

Neuralstem's diversified portfolio of product candidates is based on its proprietary neural stem cell technology.

Forward-Looking Statements

This news release contains "forward-looking statements" made pursuant to the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements relate to future, not past, events and may often be identified by words such as "expect," "anticipate," "intend," "plan," "believe," "seek" or "will." Forward-looking statements by their nature address matters that are, to different degrees, uncertain. Specific risks and uncertainties that could cause our actual results to differ materially from those expressed in our forward-looking statements include risks inherent in the development and commercialization of potential products, uncertainty of clinical trial results or regulatory approvals or clearances, need for future capital, dependence upon collaborators and maintenance of our intellectual property rights. Actual results may differ materially from the results anticipated in these forward-looking statements. Additional information on potential factors that could affect our results and other risks and uncertainties are detailed from time to time in Neuralstem's periodic reports, including the Annual Report on Form 10-K for the year ended December 31, 2018 and its Quarterly Report on Form 10-Q for the three months ended March 31, 2019, as well as the Registration Statement (originally filed June 21, 2019, and subsequently amended and supplemented) filed with the Securities and Exchange Commission (SEC), and in other reports filed with the SEC. We do not assume any obligation to update any forward-looking statements.

Investor Contact:

Hibiscus Bioventures
[email protected]

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SOURCE Neuralstem, Inc.