---
title: "SINTX Technologies closes $5.0 million private placement"
url: "https://aibio.space/news/sintx-technologies-closes-5-0-million-private-placement-warrants/"
publisher: "aibio.space (Biotech Investor Relations News)"
date: "2025-02-26"
section: "Financings"
tickers: "BVB:SINT"
source: "https://www.sec.gov/Archives/edgar/data/1269026/000149315225008277/form8-k.htm"
summary: "SINTX (Nasdaq: SINT) sold shares, pre-funded warrants and warrants for gross proceeds of $5.0 million before fees. H.C. Wainwright & Co. was placement agen"
---

By the aibio.space news desk.

Sources

- [Sintx Technologies, Inc. Form 8-K filed February 26, 2025 (SEC EDGAR)](https://www.sec.gov/Archives/edgar/data/1269026/000149315225008277/form8-k.htm)
- [Sintx Technologies, Inc. exhibit ex99-1.htm to the February 26, 2025 Form 8-K (SEC EDGAR)](https://www.sec.gov/Archives/edgar/data/1269026/000149315225008277/ex99-1.htm)
- [Sintx Technologies, Inc. Form 10-K filed March 27, 2024: business overview and signatures (SEC EDGAR)](https://www.sec.gov/Archives/edgar/data/1269026/000149315224011546/form10-k.htm)

[SINT](https://aibio.space/companies/sintofarm-bucuresti/)

2025-02-26

# SINTX Technologies closes $5.0 million private placement with warrants

Tickers [SINT](https://aibio.space/companies/sintofarm-bucuresti/)

SINTX (Nasdaq: SINT) sold shares, pre-funded warrants and warrants for gross proceeds of $5.0 million before fees. H.C. Wainwright & Co. was placement agent, and the company will use net proceeds for working capital.

## Key facts

- **Company**: Sintofarm SA Bucuresti (BVB: SINT)

- **News type**: Financings

- **Primary source**: [Sintx Technologies, Inc. Form 8-K filed February 26, 2025 (SEC EDGAR)](https://www.sec.gov/Archives/edgar/data/1269026/000149315225008277/form8-k.htm)

*Two people shaking hands across a table. Photo: Kristin Hardwick, CC0, via StockSnap. The picture shows the field, not the companies named.*

SINTX Technologies, Inc. (Nasdaq: [SINT](https://aibio.space/companies/sintofarm-bucuresti/)) agreed on February 20, 2025 to sell common stock, pre-funded warrants and warrants to institutional and accredited investors in a private placement. The aggregate gross proceeds were $5.0 million, before fees to the placement agent and other expenses. The deal closed on February 25, 2025, and the company described it in a [Form 8-K filed February 26, 2025](https://www.sec.gov/Archives/edgar/data/1269026/000149315225008277/form8-k.htm).

## What the filing says

SINTX signed a Securities Purchase Agreement with the investors, whom the filing calls the Purchasers. The company issued 1,171,189 shares of common stock, par value $0.01 per share. It also issued pre-funded warrants to purchase 278,098 shares and warrants to purchase 1,449,287 shares of common stock.

The purchase price per share of common stock and the associated warrant was $3.45. The price per pre-funded warrant and associated warrant was $3.4499. A [press release filed as Exhibit 99.1](https://www.sec.gov/Archives/edgar/data/1269026/000149315225008277/ex99-1.htm) says the placement was priced at-the-market under Nasdaq rules. The company says it intends to use the net proceeds for general corporate purposes and working capital.

The filing explains why some investors received pre-funded warrants. They were sold in place of common stock to any Purchaser who would otherwise own more than 4.99% (or, at that Purchaser's option, 9.99%) of the company's outstanding common stock after the closing. The pre-funded warrants carry an exercise price of $0.0001 per share.

## The warrant terms

The common warrants have an exercise price of $3.32 per share. They can be exercised immediately and expire five and one-half years after issuance. The pre-funded warrants can also be exercised immediately and end when they are exercised in full. The placement agent warrants have the same five and one-half year term.

Holders may exercise on a cashless basis in some cases. A holder cannot exercise if it would end up owning more than 4.99% of the outstanding common stock, or 9.99% if the holder chose that level before issuance. A holder may change that percentage to any level up to 9.99%, but an increase takes at least 61 days' prior notice.

## Limits on future share sales

Under the Purchase Agreement, SINTX agreed not to issue or announce new common stock or securities convertible into it, and not to file a registration statement or prospectus, from February 20, 2025 until 60 days after an Effective Date. The filing defines that date by several tests, including the SEC declaring the first resale registration statement effective. The company also agreed not to enter into variable rate transactions until 1 year after the Effective Date.

A Registration Rights Agreement requires SINTX to file a resale registration statement within thirty (30) calendar days after the closing. That statement is to be effective within sixty (60) calendar days after filing, or ninety (90) calendar days if the SEC conducts a full review.

## Placement agent and advisers

H.C. Wainwright & Co. acted as exclusive placement agent. The company agreed to pay it a cash fee of 7.5% of the aggregate gross proceeds and a cash fee of 7.5% of the gross exercise price of the warrants when exercised. It also agreed to a management fee of 1.0% and to reimburse expenses of $85,000. The agent also receives placement agent warrants to purchase up to 108,697 shares of common stock at an exercise price of $4.3125.

The Purchase Agreement filed as Exhibit 10.1 names Dorsey & Whitney LLP and Life Science Law PC as company counsel. It names Continental Stock Transfer & Trust Company as escrow agent for the investors' subscription amounts. President and Chief Executive Officer Eric Olson signed the 8-K for SINTX.

## About the company

SINTX describes itself as an advanced ceramics company formed in December 1996. Its [Form 10-K filed March 27, 2024](https://www.sec.gov/Archives/edgar/data/1269026/000149315224011546/form10-k.htm) says its biomedical work centers on medical grade silicon nitride, and that spinal implants made from it have been implanted in humans since 2008 in the US, Europe, Brazil and Taiwan.

That 10-K also carried a going concern paragraph from the company's auditor. It said the company has recurring losses from operations and negative operating cash flows and needs additional financing, which raise substantial doubt about its ability to continue as a going concern.

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## Companies in this story

SINT

Sintofarm SA Bucuresti

BVB · Romania

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Source page: https://aibio.space/news/sintx-technologies-closes-5-0-million-private-placement-warrants/. Facts in aibio.space stories are checked against company filings and releases; opinion is labelled. Cite as: aibio.space, "SINTX Technologies closes $5.0 million private placement", 2025-02-26, https://aibio.space/news/sintx-technologies-closes-5-0-million-private-placement-warrants/
