Inspire Veterinary Partners Announces up to $6.0 Million Registered Direct Offering Priced At-The-Market Under Nasdaq Rules

Rhea-AI Summary

Inspire Veterinary Partners (NASDAQ:IVP), a U.S. pet healthcare services provider, has announced a registered direct offering expected to close around March 26, 2025. The company will raise $2.0 million through the sale of 1,092,896 shares of common stock (or pre-funded warrants) at $1.83 per share, along with Series A and B warrants.

The offering includes Series A warrants exercisable for 5 years and Series B warrants exercisable for 18 months from the Stockholder Approval Date, potentially providing an additional $4.0 million if fully exercised. D. Boral Capital is serving as the exclusive placement agent, with The Crone Law Group, PC and Sichenzia Ross Ference Carmel LLP providing legal counsel.

Positive

• Immediate access to $2.0 million in gross proceeds
• Potential for additional $4.0 million through warrant exercises
• Offering conducted under existing shelf registration, streamlining the process

Negative

• Potential dilution for existing shareholders
• Offering priced at-the-market, indicating no premium
• No guarantee that warrants will be exercised for additional funding

Insights

Financial Analyst

Inspire Veterinary Partners' registered direct offering represents a significant capital raising event structured as a $2.0 million initial raise with potential for an additional $4.0 million through warrant exercises. The offering is priced at $1.83 per share, identical to the current trading price, indicating an at-market valuation rather than a premium pricing strategy.

The financing consists of 1,092,896 shares (or pre-funded warrants) plus accompanying Series A warrants (5-year term) and Series B warrants (18-month term). This structure creates a two-stage capital infusion mechanism that delays some potential dilution while providing immediate access to $2 million in gross proceeds.

For context, this initial raise represents approximately 7.6% of Inspire's current $2.64 million market capitalization, with the potential warrant exercises representing up to an additional 15%. The shareholder approval requirement for warrant exercises indicates the potential dilution is substantial enough to require a vote.

While capital raises typically create dilution concerns, they also provide necessary financial flexibility for smaller companies in capital-intensive industries like veterinary services. The at-market pricing suggests neither a distressed valuation nor premium investor confidence. Without specified use of proceeds, investors must evaluate this offering primarily on its structure and relative size compared to the company's market value.

VIRGINIA BEACH, VA / ACCESS Newswire / March 25, 2025 / Inspire Veterinary Partners, Inc. (NASDAQ:IVP) ("Inspire" or the "Company"), an owner and provider of pet health care services throughout the U.S.,today announced it has entered into a securities purchase agreement with an investor to purchase 1,092,896 shares of its common stock (or a pre-funded warrant in lieu thereof), Series A warrants to purchase 1,092,896 shares of common stock and Series B warrants to purchase 1,092,896 shares of common stock, pursuant to a registered direct offering for aggregate gross proceeds of approximately $2.0 million before deducting fees and other estimated offering expenses (the "Offering").The Series A warrants will be exercisable beginning on the effective date of stockholder approval of the issuance of the shares underlying the warrants (the "Stockholder Approval Date") and will expire five years from the Stockholder Approval Date. The Series B warrants will be exercisable beginning on the Stockholder Approval Date and will expire 18 months from the Stockholder Approval Date. The purchase price for one share of common stock (or pre-funded warrants in lieu thereof) and accompanying two warrants is $1.83. Approximately $2.0 million will be funded in full upon the closing of the Offering, and up to an additional $4.0 million may be funded upon full cash exercise of the warrants. No assurance can be given that any of the warrants will be exercised. The offering is expected to close on or about March 26, 2025, subject to the satisfaction of customary closing conditions.

D. Boral Capital is acting as exclusive placement agent for the offering.

The Crone Law Group, PC is acting as legal counsel to Inspire Veterinary Partners, Inc. and Sichenzia Ross Ference Carmel LLP is acting as legal counsel to D. Boral Capital for the offering.

The common stock (or pre-funded warrants in lieu thereof), warrants and the shares of common stock underlying the warrants described above are being offered by the Company pursuant to a "shelf" registration statement on Form S-3 (File No. 333-282355) that was declared effective by the Securities and Exchange Commission (the "SEC") on October 11, 2024. The offering of the shares of common stock (or pre-funded warrants in lieu thereof), warrants and the shares of common stock underlying the warrants in the registered direct offering is being made only by means of a prospectus, including a prospectus supplement, forming a part of the effective registration statement. A final prospectus supplement and accompanying prospectus relating to the registered direct offering will be filed with the SEC. Electronic copies of the final prospectus supplement and accompanying prospectus may be obtained, when available, on the SEC's website at http://www.sec.gov and may also be obtained, when available, by contacting D. Boral Capital at 590 Madison Ave 39th Floor, New York, New York 10022, by phone at (212) 970-5150 or e-mail at info@dboralcapital.com.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy any of the securities described herein, 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 Inspire Veterinary Partners, Inc.

Inspire Veterinary Partners is an owner/operator of veterinary hospitals in the US. As the Company expands, it expects to acquire additional veterinary hospitals, including general practice, mixed animal facilities, and critical and emergency care.

For more information, please visit: www.inspirevet.com.

Connect with Inspire Veterinary Partners, Inc.

Facebook
https://www.facebook.com/InspireVeterinaryPartners/

LinkedIn
https://www.linkedin.com/company/inspire-veterinary-partners/

Forward-Looking Statements

This press release contains forward-looking statements regarding the Company's current expectations. These statements are not guarantees of future performance and are subject to certain risks, uncertainties and assumptions that are difficult to predict. Factors that could cause actual results to differ include, but are not limited to, statements by the Company relating to the completion of the offering, the satisfaction of customary closing conditions related to the offering, the exercise of the warrants prior to their expiration dates, the intended use of proceeds from the offering, receipt of Stockholder Approval as well as risks and uncertainties related to the satisfaction of customary closing conditions related to anticipated acquisitions, or factors that result in changes to the Company's anticipated results of operations related to acquisitions. These and other risks and uncertainties are described more fully in the section captioned "Risk Factors" in the Company's public filings made with the Securities and Exchange Commission, including its Annual Report on Form 10-K and Quarterly Reports on Form 10-Q. Forward-looking statements contained in this announcement are made as of this date, and the Company undertakes no duty to update such information except as required under applicable law.

Investor Contact
TraDigital IR
Kevin McGrath
+1-646-418-7002
kevin@tradigitalir.com

General Inquires
Morgan Wood
Mwood@inspirevet.com

SOURCE: INSPIRE VETERINARY PARTNERS, INC.

View the original press release on ACCESS Newswire

FAQ

What is the size and structure of Inspire Veterinary Partners' (IVP) March 2025 offering?

The offering consists of $2.0 million in common stock or pre-funded warrants at $1.83 per share, with potential for additional $4.0 million through warrant exercises.

When do the IVP warrants from the March 2025 offering expire?

Series A warrants expire 5 years from Stockholder Approval Date, while Series B warrants expire 18 months from that date.

How many shares are being offered in IVP's March 2025 registered direct offering?

1,092,896 shares of common stock (or pre-funded warrants), plus equal amounts of Series A and B warrants.

What is the expected closing date for IVP's registered direct offering?

The offering is expected to close on or about March 26, 2025, subject to customary closing conditions.