Bullfrog AI Announces Closing of Registered Direct Offering and Concurrent Private Placement for Aggregate Gross Proceeds of $3.13 Million

Rhea-AI Summary

BullFrog AI Holdings, Inc. (NASDAQ:BFRG; BFRGW) has closed a previously announced definitive agreement for a registered direct offering and concurrent private placement. The company sold an aggregate of 1,565,000 shares of common stock (or equivalents) and warrants to purchase up to 1,565,000 shares at a combined price of $2.00. The gross proceeds from the offering are expected to be approximately $3.13 million.

The warrants have an exercise price of $2.00 per share, are initially exercisable six months from issuance, and will expire five years from the initial exercise date. WallachBeth Capital, acted as the sole placement agent for the offering. The shares and pre-funded warrants were issued under an effective shelf registration statement, while the common warrants were offered through a private placement.

Positive

• Raised approximately $3.13 million in gross proceeds
• Successful closing of registered direct offering and private placement
• Potential for additional capital through warrant exercises

Negative

• Potential dilution for existing shareholders
• Warrants not exercisable for six months, delaying potential additional capital

Insights

Financial Analyst

Bullfrog AI's recent $3.13 million capital raise through a registered direct offering and private placement is a significant development for this small-cap company. With a market cap of just $17.27 million, this influx represents a substantial 18.1% increase in available capital.

The offering structure, combining common stock (or equivalents) with warrants, is a common approach for small biotech firms to attract investors. The $2.00 purchase price and warrant exercise price suggest the company is pricing at or near current market levels, which is reasonable given its size and stage.

However, the potential dilution from the 1,565,000 new shares and warrants is considerable, likely representing a significant percentage of outstanding shares. This could pressure the stock price in the short term but provides necessary capital for operations and development.

Investors should note that while this funding strengthens Bullfrog AI's balance sheet, the company's success will ultimately depend on the progress of its AI-driven drug development platform. The capital raised should extend the company's runway, but careful monitoring of cash burn and development milestones will be crucial.

Tech Expert

Bullfrog AI's capital raise is important for advancing its AI and machine learning platform in drug development. The $3.13 million infusion will likely be directed towards enhancing their proprietary algorithms, expanding computational resources and potentially acquiring valuable datasets.

In the rapidly evolving field of AI-assisted drug discovery, continuous investment in technology is essential to maintain competitiveness. This funding could accelerate Bullfrog's ability to improve prediction accuracy, reduce drug development timelines and potentially identify novel drug candidates.

However, the AI drug discovery space is becoming increasingly crowded with both startups and big pharma investing heavily. Bullfrog AI will need to demonstrate clear technological differentiation and tangible results to stand out. The company's ability to translate this capital into measurable advancements in their AI capabilities will be critical for long-term success and attracting future partnerships or investments.

Investors should look for upcoming announcements on technological improvements, new partnerships, or expansion of the company's drug candidate pipeline as indicators of effective use of this new capital.

GAITHERSBURG, Md., Oct. 21, 2024 (GLOBE NEWSWIRE) -- BullFrog AI Holdings, Inc. (NASDAQ:BFRG; BFRGW) ("Bullfrog AI" or the "Company"), a technology-enabled drug development company using artificial intelligence (AI) and machine learning to enable the successful development of pharmaceuticals and biologics, announced today it has closed its previously announced definitive agreement for the purchase and sale of an aggregate of 1,565,000 shares of common stock (or common stock equivalents in lieu thereof) in a registered direct offering and, in a concurrent private placement, common warrants to purchase up to 1,565,000 shares of common stock (together with the registered direct offering) at a combined purchase price of $2.00. The warrants will have an exercise price of $2.00 per share, are initially exercisable on the date that is six months from the date of issuance and will expire five years from such initial exercise date.

The gross proceeds from the offering are expected to be approximately $3.13 million, excluding any proceeds that may be received upon exercise of the warrants and before deducting the placement agent's fees and other offering expenses payable by the Company.

WallachBeth Capital, LLC acted as sole placement agent for the registered direct offering and private placement.

The shares of common stock, the pre-funded warrants and the shares of common stock underlying the pre-funded warrants (but not the common warrants or the shares of common stock underlying the common warrants) will be issued in a registered direct offering pursuant to an effective shelf registration statement on Form S-3 (File No. 333-281341) previously filed with the U.S. Securities and Exchange Commission ("SEC"), under the Securities Act of 1933, as amended (the "Securities Act"), and declared effective by the SEC on August 21, 2024. The common warrants to be issued in the concurrent private placement and the shares issuable upon exercise of such common warrants were offered pursuant to an exemption from the registration requirements of the Securities Act under Section 4(a)(2) thereof and Regulation D promulgated thereunder and have not been registered under the Securities Act or applicable state securities laws. The offering of the shares of common stock and pre-funded warrants is made only by means of a prospectus, including a prospectus supplement, forming a part of the effective registration statement. A prospectus supplement describing the terms of the proposed registered direct offering will be filed with the SEC and available on the SEC's website located at http://www.sec.gov. Electronic copies of the prospectus supplements may be obtained, when available, from WallachBeth Capital, LLC, via email at cap-mkts@wallachbeth.com, by calling +1 (646) 237-8585, or by standard mail at WallachBeth Capital LLC, Attn: Capital Markets, 185 Hudson St., Suite 1410, Jersey City, NJ 07311, USA. This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About BullFrog AI:

BullFrog AI is a technology-enabled drug development company using Artificial Intelligence and machine learning to enable the successful development of pharmaceuticals and biologics. Through its collaborations with leading research institutions, BullFrog AI is at the forefront of AI-driven drug development using its proprietary bfLEAP(TM) artificial intelligence platform to create and analyze networks of biological, clinical, and real-world data spanning from early discovery to late-stage clinical trials. BullFrog AI is deploying bfLEAP(TM) for use at several critical stages of development with the intention of streamlining data analytics in therapeutics development, decreasing the overall development costs by decreasing failure rates for new therapeutics.

For more information visit BullFrog AI at:

Website: www.bullfrogai.com

LinkedIn: https://www.linkedin.com/company/bullfrogai/

Safe Harbor Statement

This press release contains forward-looking statements. We base these forward-looking statements on our expectations and projections about future events, which we derive from the information currently available to us. Such forward-looking statements relate to future events or our future performance, including: our financial performance and projections; our growth in revenue and earnings; and our business prospects and opportunities. You can identify forward-looking statements by those that are not historical in nature, particularly those that use terminology such as "may," "should," "expects," "anticipates," "contemplates," "estimates," "believes," "plans," "projected," "predicts," "potential," or "hopes" or the negative of these or similar terms. In evaluating these forward-looking statements, you should consider various factors, including: our ability to change the direction of the Company; our ability to keep pace with new technology and changing market needs; and the competitive environment of our business. These and other factors may cause our actual results to differ materially from any forward-looking statement. Forward-looking statements are only predictions. The forward-looking events discussed in this press release and other statements made from time to time by us or our representatives, may not occur, and actual events and results may differ materially and are subject to risks, uncertainties, and assumptions about us. Many factors could cause actual future events to differ materially from the forward-looking statements in this press release, including but not limited to risks and uncertainties included under the heading "Risk Factors" in the Company's Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and other reports filed with the SEC from time to time. We are not obligated to publicly update or revise any forward-looking statement, whether as a result of uncertainties and assumptions. The forward-looking events discussed in this press release and other statements made from time to time by us or our representatives might not occur.

Contact:

Dave Gentry
RedChip Companies, Inc.
1-407-644-4256
BFRG@redchip.com

FAQ

How much did BullFrog AI Holdings (BFRG) raise in their recent offering?

BullFrog AI Holdings (BFRG) raised approximately $3.13 million in gross proceeds from their recent registered direct offering and concurrent private placement.

What was the combined purchase price for BFRG's offering on October 21, 2024?

The combined purchase price for BullFrog AI Holdings' (BFRG) offering on October 21, 2024, was $2.00 per share of common stock (or equivalent) and accompanying warrant.

When will the warrants issued by BFRG in the October 2024 offering become exercisable?

The warrants issued by BullFrog AI Holdings (BFRG) in the October 2024 offering will become initially exercisable six months from the date of issuance.

What is the exercise price of the warrants issued by BFRG in their recent offering?

The exercise price of the warrants issued by BullFrog AI Holdings (BFRG) in their recent offering is $2.00 per share.