BioXcel Therapeutics Announces Proposed Public Offering

Rhea-AI Summary

BioXcel Therapeutics (BTAI) has announced a public offering of its common stock and accompanying warrants, along with pre-funded warrants for certain investors. The company plans to use the proceeds to fund the SERENITY At-Home trial, prepare for the TRANQUILITY In-Care trial, and for working capital and general corporate purposes. Canaccord Genuity is acting as the sole book-running manager. The offering is being made through a shelf registration statement that became effective on November 13, 2023.

Positive

• Secured funding mechanism for clinical trials advancement
• Has an effective shelf registration statement in place
• Clear allocation of funds for specific clinical programs

Negative

• Potential shareholder dilution through new stock issuance
• Uncertain offering terms and size indicating possible pricing pressure
• Reliance on external funding suggesting cash constraints

Insights

Financial Analyst

This public offering announcement signals significant financial implications for BioXcel Therapeutics. The company is seeking to raise capital through a combination of common stock and warrants, which will lead to dilution for existing shareholders. The proceeds will fund critical clinical trials including the SERENITY At-Home trial and preparations for the TRANQUILITY In-Care trial.

With a small market cap of just $24.4 million, this financing is important for the company's survival and clinical development programs. The selection of Canaccord Genuity as the sole book-runner suggests a relatively modest offering size. The inclusion of pre-funded warrants indicates efforts to attract institutional investors who may have restrictions on direct stock ownership. This capital raise is vital but comes at a challenging time given the current biotech market conditions and the company's depressed stock price.

NEW HAVEN, Conn., Nov. 21, 2024 (GLOBE NEWSWIRE) -- BioXcel Therapeutics, Inc. (the “Company”) (Nasdaq: BTAI), a biopharmaceutical company utilizing artificial intelligence approaches to develop transformative medicines in neuroscience and immuno-oncology, today announced that it has commenced an underwritten public offering of shares of its common stock, par value $0.001 per share (“Common Stock”), and accompanying warrants to purchase shares of Common Stock, and, in lieu thereof to certain investors that so choose, pre-funded warrants to purchase shares of Common Stock and accompanying warrants to purchase shares of Common Stock.

Canaccord Genuity is acting as sole book-running manager for the proposed public offering. The proposed public offering is subject to market and other conditions, and there can be no assurance as to whether or when the offering may be completed, or as to the actual size or terms of the offering. All of the securities to be sold in the offering are being sold by the Company.

The Company intends to use the net proceeds of this offering to fund the SERENITY At-Home trial, prepare for the initiation of the TRANQUILITY In-Care trial, working capital and general corporate purposes.

The securities are being offered by the Company pursuant to a shelf registration statement on Form S-3 that was previously filed with the Securities and Exchange Commission (the “SEC”) on November 2, 2023 and which became effective on November 13, 2023. This offering is being made only by means of a written prospectus and prospectus supplement that form a part of the registration statement. A preliminary prospectus supplement relating to and describing the terms of the offering will be filed with the SEC and will be available on the SEC’s website at www.sec.gov. The final terms of the offering will be disclosed in a final prospectus supplement to be filed with the SEC. When available, copies of the preliminary prospectus supplement and the accompanying prospectus relating to the offering may also be obtained by contacting: Canaccord Genuity LLC, One Post Office Square, Suite 3000, Boston, MA 02109, Attn: Syndicate Department, by email at prospectus@cgf.com.

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

Forward-Looking Statements
This press release includes “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. We intend such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements contained in this press release other than statements of historical fact should be considered forward-looking statements, including, without limitation, those regarding the terms and completion of the proposed public offering, as well as the risks and uncertainties in the Company’s business, including those risks discussed in the “Risk Factors” section in the preliminary prospectus supplement relating to the offering. When used herein, words including “anticipate,” “believe,” “can,” “continue,” “could,” “designed,” “estimate,” “expect,” “forecast,” “goal,” “intend,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “target,” “will,” “would” and similar expressions are intended to identify forward-looking statements, though not all forward-looking statements use these words or expressions. In addition, any statements or information that refer to expectations, beliefs, plans, projections, objectives, performance or other characterizations of future events or circumstances, including any underlying assumptions, are forward-looking. All forward-looking statements are based upon the Company’s current expectations and various assumptions. The Company believes there is a reasonable basis for its expectations and beliefs, but they are inherently uncertain. The Company may not realize its expectations and its beliefs may not prove correct. Actual results could differ materially from those described or implied by such forward-looking statements as a result of various important factors, including, without limitation, the important factors discussed under the caption “Risk Factors” in its Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2024, as such factors may be updated from time to time in its other filings with the SEC, which are accessible on the SEC’s website at www.sec.gov. These and other important factors could cause actual results to differ materially from those indicated by the forward-looking statements made in this press release. Any such forward-looking statements represent management’s estimates as of the date of this press release. While the Company may elect to update such forward-looking statements at some point in the future, except as required by law, it disclaims any obligation to do so, even if subsequent events cause our views to change. These forward-looking statements should not be relied upon as representing the Company’s views as of any date subsequent to the date of this press release.

Contact Information

Corporate/Investors

BioXcel Therapeutics
Erik Kopp
1.203.494.7062
ekopp@bioxceltherapeutics.com

Media

Russo Partners
David Schull
T: 858-717-2310 
David.Schull@russopartnersllc.com

Copyright © 2024, BioXcel Therapeutics, Inc. All rights reserved.

FAQ

What is the purpose of BioXcel Therapeutics (BTAI) public offering announced on November 21, 2024?

The offering's proceeds will fund the SERENITY At-Home trial, prepare for the TRANQUILITY In-Care trial, and provide working capital for general corporate purposes.

Who is the book-running manager for BTAI's 2024 public offering?

Canaccord Genuity is acting as the sole book-running manager for the proposed public offering.

What types of securities are being offered in BTAI's November 2024 offering?

The offering includes common stock shares, warrants to purchase common stock, and pre-funded warrants for certain investors who prefer that option.

When did BTAI's shelf registration statement for this offering become effective?

The shelf registration statement became effective on November 13, 2023.