Tenon Medical, Inc. (NASDAQ:TNON) ("Tenon" or the "Company"), a medical device company dedicated to transforming care for patients with certain sacro-pelvic disorders, announced that it has priced a public offering of securities as described below for aggregate gross proceeds to the Company of approximately $4.2 million, before deducting placement agent fees and other estimated offering expenses payable by the Company.

The offering consists of up to 11,052,631 shares of our common stock, par value $0.001 per share (or pre-funded warrants in lieu thereof), together with common stock purchase warrants to purchase up to 13,263,159 shares of common stock (the "Common Warrants"), at a combined public offering price of $0.38 per share of common stock (inclusive of the pre-funded warrant exercise price of $0.001) and accompanying Common Warrants.

The Company expects to use the net proceeds from the offering for partial repayment of outstanding convertible notes, expansion of the commercial footprint of its product portfolio including training clinicians on current procedures, hiring additional direct sales reps, expansion of its external distribution network, continuing clinical research studies to support reimbursement and coverage efforts, funding research and development including upcoming future launches, and increases to inventory and instrumentation capacities, as well as other marketing activities, working capital and general corporate purposes.

WallachBeth Capital LLC is acting as sole placement agent in connection with the offering. Sichenzia Ross Ference Carmel LLP acted as legal counsel to the Company and Sheppard, Mullin, Richter & Hampton LLP acted as counsel to WallachBeth Capital LLC.

The Common Warrants will be immediately exercisable and will entitle the holder to purchase one share of common stock at an exercise price of $0.38 per share. Each pre-funded warrant will be immediately exercisable, will entitle the holder to purchase one share of common stock at an exercise price of $0.001 per share and may be exercised at any time until exercised in full. The common stock (or pre-funded warrant in lieu thereof) and Common Warrants can only be purchased together in this offering but will be immediately issued separately.