NeuroSense Therapeutics Ltd. announced that it has entered into a securities purchase agreement with a single health-care focused institutional investor to issue 2,980,000 ordinary shares at an issue price of $1.50 per share for the gross proceeds of $4,470,000 and and ordinary warrants to purchase up to 2,980,000 ordinary shares on April 10, 2024. The closing of the offering is expected to occur on or about April 15, 2024, subject to the satisfaction of customary closing conditions. The ordinary warrants issued pursuant to the concurrent private placement will have an exercise price of $1.50 per ordinary share, will be immediately exercisable and will expire 5 years from the initial exercise date.

The gross proceeds from the offering are expected to be approximately $4,500,000 excluding any proceeds that may be received upon the exercise of the warrants, before deducting placement agent fees and other offering expenses payable by the Company. The private placement of the ordinary warrants and the underlying shares will be made in reliance on an exemption from registration under Section 4(a)(2) of the Securities Act and/or Regulation D thereunder.