BioVie Inc. Announces Closing of Registered Direct Offering and Concurrent Private Placement

Rhea-AI Summary

BioVie Inc (Nasdaq: BIVI) has completed its previously announced registered direct offering of 2,667,000 shares of common stock at $2.25 per share. The company also conducted a concurrent private placement of unregistered warrants to purchase up to 2,667,000 shares at $2.12 per share. The warrants will be exercisable after six months and expire five years after the initial exercise date. The offering generated gross proceeds of $6,000,750, which will be used for working capital and general corporate purposes. ThinkEquity served as the sole placement agent for the offering.

Positive

• Secured $6,000,750 in gross proceeds to strengthen working capital
• Warrants priced at $2.12, below the share offering price of $2.25, potentially attractive for investors

Negative

• Significant shareholder dilution through issuance of 2,667,000 new shares
• Additional potential dilution from 2,667,000 warrant shares
• At-the-market offering price indicates challenging market conditions

Insights

Financial Analyst

This $6 million capital raise through a registered direct offering and concurrent private placement is significant for BioVie given its small market cap of about $20.5 million. The offering price of $2.25 per share and warrant exercise price of $2.12 indicates potential dilution for existing shareholders. While the raise provides important working capital, the warrant component could lead to additional future dilution if exercised.

The financing structure, combining registered shares with unregistered warrants in a private placement, is typical for small biotech companies needing to strengthen their balance sheet. The 5-year warrant duration provides a long-term financing option, though the 6-month exercise delay helps manage near-term dilution pressure. For a clinical-stage company developing therapies for liver disease and neurological disorders, maintaining adequate funding is critical for advancing their pipeline.

CARSON CITY, Nev., Oct. 24, 2024 (GLOBE NEWSWIRE) -- BioVie Inc. (Nasdaq: BIVI), (“BioVie” or the “Company”), a clinical-stage company developing innovative drug therapies to treat chronic debilitating conditions including liver disease and neurological and neuro-degenerative disorders, today announced the closing of its previously announced registered direct offering of 2,667,000 shares of its common stock priced at-the-market under Nasdaq rules at a price of $2.25 per share.

In a concurrent private placement (the "Private Placement"), the Company also issued and sold unregistered warrants to purchase up to 2,667,000 shares of its common stock (“Warrants”), with each Warrant exercisable for one share of common stock at an exercise price of $2.12 per share. Each Warrant will be exercisable beginning six months following issuance and will expire five years following the initial exercise date.

The gross proceeds to the Company from the offering are $6,000,750, before deducting placement agent fees and offering expenses. The Company intends to use the net proceeds from the offering primarily for working capital and general corporate purposes.

ThinkEquity acted as sole placement agent for the offering.

The shares of common stock offered in the registered direct offering (but excluding the unregistered Warrants offered in the concurrent private placement and the shares of common stock underlying such Warrants) were offered and sold pursuant to a shelf registration statement on Form S-3 (File No. 333-274083), including a base prospectus, filed with the U.S. Securities and Exchange Commission (the “SEC”) on August 18, 2023 and declared effective on August 28, 2023. A final prospectus supplement and accompanying prospectus describing the terms of the offering was filed with the SEC and is available on its website at www.sec.gov. Copies of the final prospectus supplement and the accompanying prospectus relating to the offering may also be obtained, when available, from the offices of ThinkEquity, 17 State Street, 41^st Floor, New York, New York 10004.

The offer and sale of the Warrants in the private placement were made in a transaction not involving a public offering and have not been registered under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), along with the shares of common stock underlying such Warrants, have not been registered under the Securities Act or applicable state securities laws. Accordingly, the Warrants offered in the private placement and the underlying shares of common stock 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.

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

 About BioVie Inc.

BioVie Inc. (NASDAQ: BIVI) is a clinical-stage company developing innovative drug therapies for the treatment of neurological and neurodegenerative disorders (Long COVID, Alzheimer's disease and Parkinson’s disease) and advanced liver disease. In neurodegenerative disease, the Company’s drug candidate bezisterim inhibits inflammatory activation of extracellular signal-regulated kinase and the transcription factor, Nuclear factor- kB, and the associated neuroinflammation and insulin resistance but not ERK and NFkB homeostatic functions (e.g., insulin signaling and neuron growth and survival). Both neuroinflammation and insulin resistance are drivers of AD and PD. Persistent systematic inflammation and neuroinflammation are key features in patients with neurological symptoms of Long COVID. In liver disease, the Company’s Orphan drug candidate BIV201 (continuous infusion terlipressin), with FDA Fast Track status, is being evaluated and discussed with guidance received from the FDA regarding the design of Phase 3 clinical testing of BIV201 for the reduction of further decompensation in participants with liver cirrhosis and ascites. The active agent is approved in the U.S. and in about 40 countries for related complications of advanced liver cirrhosis. For more information, visit www.bioviepharma.com. 

Forward-Looking Statements

This press release contains forward-looking statements, which may be identified by words such as "expect," "look forward to," "anticipate" "intend," "plan," "believe," "seek," "estimate," "will," "project" or words of similar meaning. Although BioVie Inc. believes such forward-looking statements are based on reasonable assumptions, it can give no assurance that its expectations will be attained. Actual results may vary materially from those expressed or implied by the statements herein due to the Company's ability to successfully raise sufficient capital on reasonable terms or at all, available cash on hand and contractual and statutory limitations that could impair our ability to pay future dividends, our ability to complete our pre-clinical or clinical studies and to obtain approval for our product candidates, our ability to successfully defend potential future litigation, changes in local or national economic conditions as well as various additional risks, many of which are now unknown and generally out of the Company's control, and which are detailed from time to time in reports filed by the Company with the SEC, including quarterly reports on Form 10-Q, reports on Form 8-K and annual reports on Form 10-K. BioVie Inc. does not undertake any duty to update any statements contained herein (including any forward-looking statements), except as required by law.

For Investor Relations Inquiries:
Bruce Mackle
Managing Director, LifeSci Advisors, LLC
bmackle@lifesciadvisors.com

For Media Relations Inquiries:
Melyssa Weible
Managing Partner, Elixir Health Public Relations
mweible@elixirhealthpr.com

FAQ

How much did BioVie (BIVI) raise in its October 2024 offering?

BioVie raised $6,000,750 in gross proceeds through a registered direct offering of common stock and concurrent private placement of warrants.

What was the share price for BioVie's (BIVI) October 2024 offering?

The shares were priced at $2.25 per share in the registered direct offering.

How many shares did BioVie (BIVI) issue in its October 2024 offering?

BioVie issued 2,667,000 shares of common stock and warrants to purchase an additional 2,667,000 shares.

What are the terms of BioVie's (BIVI) October 2024 warrants?

The warrants have an exercise price of $2.12 per share, become exercisable after six months, and expire five years after the initial exercise date.