180 Life Sciences Corp. announced that it has entered into securities purchase agreements with certain accredited institutional investors to issue 2,500,000 shares at issue price of $6 per share for gross proceeds of approximately $15,000,000 on August 19, 2021. In addition, the company will also issue warrants to purchase 2,500,000 common shares and accompanying warrants. The warrants can be exercised at an exercisable price of $7.5 per share for a period of five years from the closing of the transaction. The closing of the transaction is expected to occur on August 23, 2021 subject to the satisfaction of certain customary closing conditions set forth in the agreement. The shares of common stock and warrants have not been registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration with the Securities and Exchange Commission (SEC) or an applicable exemption from such registration requirements. The company will issue the shares and the warrants to the purchasers pursuant to the purchase agreement in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act and/or Rule 506(b) of Regulation D. The company will receive net proceeds of $13,880,000 in the transaction after deducting the placement agent fees and estimated offering expenses payable by the company.