SenesTech, Inc. Announces $10 Million Private Placement Priced At-the-Market

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PHOENIX, Jan. 27, 2021 /PRNewswire/ -- SenesTech, Inc. (NASDAQ: SNES), a developer of proprietary, next generation technologies for managing animal pest populations through fertility control, today announced that it has entered into securities purchase agreements with certain institutional and accredited investors to raise approximately $10 million through the issuance of an aggregate of 4,388,854 shares of its common stock (or common stock equivalents in lieu thereof) and warrants to purchase up to an aggregate of 2,194,427 shares of common stock, at a purchase price of $2.2785 per share of common stock (or common stock equivalent in lieu thereof) and associated warrant in a private placement priced at-the-market under Nasdaq rules. The closing of the private placement is expected to occur on or about January 29, 2021, subject to the satisfaction of customary closing conditions.

SenesTech, Inc. has developed an innovative technology for managing animal pest populations through fertility control as opposed to a lethal approach. The Company's first fertility control product, ContraPest(R), is marketed for use initially in controlling rat infestations. (PRNewsfoto/SenesTech, Inc.) (PRNewsfoto/SenesTech, Inc.)
SenesTech, Inc. has developed an innovative technology for managing animal pest populations through fertility control as opposed to a lethal approach. The Company's first fertility control product, ContraPest(R), is marketed for use initially in controlling rat infestations. (PRNewsfoto/SenesTech, Inc.) (PRNewsfoto/SenesTech, Inc.)

H.C. Wainwright & Co., LLC acted as the exclusive placement agent for the offering.

The warrants have an exercise price of $2.216 per share, are exercisable immediately and have a term of five and one-half years.

The Company intends to use the net proceeds for general corporate purposes.

The offer and sale of the foregoing securities are being made in a transaction not involving a public offering and have not been registered under the Securities Act of 1933, as amended (the "Securities Act"), or applicable state securities laws. Accordingly, the securities may not be reoffered or resold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act and such applicable state securities laws.

Under an agreement with the investors, the Company is required to file an initial registration statement with the Securities and Exchange Commission covering the resale of the shares of common stock to be issued to the investors within five calendar days and to use its best efforts to have the registration statement declared effective as promptly as practical thereafter, and in any event no later than 75 days after today in the event of a "full review" by the Securities and Exchange Commission.

This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of the securities in any state in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of such state.

About SenesTech

SenesTech is changing the model for pest management by targeting one of the root causes of the problem: reproduction.

ContraPest® is an innovative technology with an approach that targets the reproductive capabilities of both sexes in rat populations, inducing egg loss in female rats and impairing sperm development in males. Using a proprietary bait delivery method, ContraPest® is dispensed in a highly palatable liquid formulation that promotes sustained consumption by rat communities. ContraPest® is designed, formulated and dispensed to be low hazard for handlers and non-target species such as wildlife, livestock and pets, where the active ingredients break down rapidly.

We believe ContraPest® will establish a new paradigm in rodent control, resulting in a decreased reliance on lethal options. For more information visit the SenesTech website at www.senestech.com.

Safe Harbor Statement

The foregoing paragraphs contain forward-looking statements that involve estimates, assumptions, risks and uncertainties. Any statements about our expectations, beliefs, plans, objectives, assumptions or future events or performance are not historical facts and may be forward-looking. "Forward-looking statements" may be preceded by words such as "may," "future," "plan" or "planned," "will," "should," "expected," "anticipates," "continue," "eventually," "believes," or "projected." Forward-looking statements include statements concerning the timing and certainty of the closing of the private placement, anticipated use of the proceeds of the private placement, and the Company's commercialization of its technology.

Investors should not unduly rely on forward-looking statements. Such statements are subject to a multitude of risks and uncertainties that could cause future circumstances, events, or results to differ materially from those made in the forward-looking statements, including as a result of various factors and other risks, such as market conditions, satisfaction of closing conditions, and other factors identified in the Company's filings with the Securities and Exchange Commission, including its annual report on Form 10-K and quarterly reports filed on Form 10-Q. All forward-looking statements speak only as of the date on which they were made based on management's assumptions as of such date. The Company does not undertake any obligation to update any forward-looking statements, whether as a result of the receipt of new information, the occurrence of future events or otherwise, except as required by law.

CONTACT:

Investors: Robert Blum, Joe Dorame, Joe Diaz, Lytham Partners, LLC,
602-889-9700, senestech@lythampartners.com

Company: Tom Chesterman, Chief Financial Officer, SenesTech, Inc.,
928-779-4143

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SOURCE SenesTech, Inc.