Lexaria Announces $2 Million Registered Direct Offering of Common Stock

Rhea-AI Summary

Lexaria Bioscience (NASDAQ:LEXX) has secured a definitive agreement with a single institutional investor for a $2 million registered direct offering of common stock. The deal involves the sale of 2,000,000 shares at $1.00 per share.

The offering, expected to close around April 28, 2025, is being facilitated by H.C. Wainwright & Co. as the exclusive placement agent. The company plans to utilize the net proceeds, after deducting placement agent fees and offering expenses, for working capital and general corporate purposes.

The offering is being conducted under Lexaria's effective S-3 shelf registration statement, with a final prospectus supplement and accompanying prospectus to be filed with the SEC.

Positive

• Secured $2 million in additional funding through registered direct offering
• Agreement with institutional investor indicates professional investment interest

Negative

• Stock offering at $1.00 per share may indicate downward pressure on share price
• Potential dilution for existing shareholders
• Additional offering expenses and placement agent fees will reduce net proceeds

Insights

Financial Analyst

Lexaria's $2M offering at 41% discount signals significant dilution for existing shareholders despite providing needed capital.

This $2 million registered direct offering represents a significant financial development for Lexaria Bioscience. The most concerning aspect is the pricing structure - at $1.00 per share, the offering comes at a steep 41% discount to the current market price of $1.69. Such a substantial discount indicates challenging capital-raising conditions and creates meaningful dilution for existing shareholders.

The company is issuing 2 million new shares through this transaction. Given Lexaria's current market capitalization of approximately $24.6 million, this offering represents a substantial portion of the company's equity being issued at a significantly discounted valuation.

The vague designation of proceeds for "working capital and general corporate purposes" provides insight into how this capital will create specific value. Investors typically prefer to see funds allocated toward defined development programs or strategic initiatives rather than general operational expenses.

The transaction utilizes a shelf registration that became effective in January 2025, with H.C. Wainwright serving as the exclusive placement agent. The expected closing date of April 28, 2025, indicates a quick path to funding completion.

While securing additional capital provides Lexaria with extended operational runway, the significant discount and resulting dilution represent an immediate negative impact on shareholder value that will likely pressure the stock as the market processes these terms.

KELOWNA, BC / ACCESS Newswire / April 25, 2025 / Lexaria Bioscience Corp. (NASDAQ:LEXX)(NASDAQ:LEXXW) (the "Company" or "Lexaria"), a global innovator in drug delivery platforms, today announced that it has entered into a definitive agreement with a single institutional investor for the purchase and sale of 2,000,000 shares of common stock at a purchase price of $1.00 per share in a registered direct offering. The closing of the offering is expected to occur on or about April 28, 2025, subject to the satisfaction of customary closing conditions.

H.C. Wainwright & Co. is acting as the exclusive placement agent for the offering.

The gross proceeds to the Company from the offering are expected to be $2.0 million before deducting placement agent fees and other offering expenses payable by the Company. The Company intends to use the net proceeds from the offering for working capital and other general corporate purposes.

The common stock described above is being offered by the Company pursuant to a "shelf" registration statement on Form S-3 (File No. 333-284407) that was declared effective by the Securities and Exchange Commission (the "SEC") on January 30, 2025. The offering of the shares of common stock 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 H.C. Wainwright & Co., LLC at 430 Park Avenue, 3rd Floor, New York, New York 10022, by phone at (212) 856-5711 or e-mail at placements@hcwco.com.

This press release does 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 jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction.

About Lexaria Bioscience Corp. & DehydraTECH
DehydraTECH™ is Lexaria's patented drug delivery formulation and processing platform technology which improves the way a wide variety of drugs enter the bloodstream, always through oral delivery. DehydraTECH has repeatedly evidenced the ability to increase bio-absorption, reduce side-effects, and deliver some drugs more effectively across the blood brain barrier. Lexaria operates a licensed in-house research laboratory and holds a robust intellectual property portfolio with 48 patents granted and additional patents pending worldwide. For more information, please visit www.lexariabioscience.com.

CAUTION REGARDING FORWARD-LOOKING STATEMENTS
This press release includes forward-looking statements. Statements as such term is defined under applicable securities laws. These statements may be identified by words such as "anticipate," "if," "believe," "plan," "estimate," "expect," "intend," "may," "could," "should," "will," and other similar expressions. Such forward-looking statements in this press release 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 intended use of proceeds from the offering and relating to the Company's ability to carry out research initiatives, receive regulatory approvals or grants or experience positive effects or results from any research or study. Such forward-looking statements are estimates reflecting the Company's best judgment based upon current information and involve a number of risks and uncertainties, and there can be no assurance that the Company will actually achieve the plans, intentions, or expectations disclosed in these forward-looking statements. As such, you should not place undue reliance on these forward-looking statements. Factors which could cause actual results to differ materially from those estimated by the Company include, but are not limited to, market and other conditions, government regulation and regulatory approvals, managing and maintaining growth, the effect of adverse publicity, litigation, competition, scientific discovery, the patent application and approval process, potential adverse effects arising from the testing or use of products utilizing the DehydraTECH technology, the Company's ability to maintain existing collaborations and realize the benefits thereof, delays or cancellations of planned R&D that could occur related to pandemics or for other reasons, and other factors which may be identified from time to time in the Company's public announcements and periodic filings with the US Securities and Exchange Commission on EDGAR. The Company provides links to third-party websites only as a courtesy to readers and disclaims any responsibility for the thoroughness, accuracy or timeliness of information at third-party websites. There is no assurance that any of Lexaria's postulated uses, benefits, or advantages for the patented and patent-pending technology will in fact be realized in any manner or in any part. No statement herein has been evaluated by the Food and Drug Administration (FDA). Lexaria-associated products are not intended to diagnose, treat, cure or prevent any disease. Any forward-looking statements contained in this release speak only as of the date hereof, and the Company expressly disclaims any obligation to update any forward-looking statements or links to third-party websites contained herein, whether as a result of any new information, future events, changed circumstances or otherwise, except as otherwise required by law.

INVESTOR CONTACT:
George Jurcic - Head of Investor Relations
ir@lexariabioscience.com
Phone: 250-765-6424, ext 202

SOURCE: Lexaria Bioscience Corp.

View the original press release on ACCESS Newswire

FAQ

What is the size and price of Lexaria Bioscience's (LEXX) latest stock offering?

Lexaria's registered direct offering consists of 2,000,000 shares priced at $1.00 per share, totaling $2 million in gross proceeds.

When will LEXX's $2 million registered direct offering close?

The offering is expected to close on or about April 28, 2025, subject to customary closing conditions.

How will Lexaria (LEXX) use the proceeds from its $2M stock offering?

Lexaria plans to use the net proceeds for working capital and other general corporate purposes.

Who is the placement agent for LEXX's April 2025 stock offering?

H.C. Wainwright & Co. is acting as the exclusive placement agent for the offering.