Reviva Announces Proposed Public Offering

Rhea-AI Summary

Reviva Pharmaceuticals (NASDAQ: RVPH) has announced a proposed public offering of common stock (or common share equivalents) and warrants to purchase common stock. The company, which develops therapies for CNS, inflammatory, and cardiometabolic diseases, plans to use the proceeds for research and development activities and general corporate purposes.

Citizens JMP Securities is acting as the sole bookrunner for the offering, which will be conducted under a previously filed shelf registration statement. The final terms and size of the offering will depend on market conditions, with no guarantee of completion.

Positive

• Potential to raise additional capital for R&D and operations
• Existing shelf registration statement already in place, streamlining the offering process

Negative

• Potential dilution for existing shareholders
• Uncertain offering terms and timing indicate market dependency
• No specified amount of capital to be raised

Insights

Financial Analyst

This proposed public offering signals potential significant dilution for existing shareholders. The offering includes both common stock and warrants, which could lead to substantial share count increases. While the exact terms remain undisclosed, the timing suggests urgency in raising capital, likely for funding their late-stage drug development programs.

The company's current market cap of $85.27M indicates this offering could materially impact the capital structure. The inclusion of warrants typically suggests a more attractive offering price may be needed to entice investors, potentially at a discount to market. Working capital needs and R&D funding requirements appear to be driving this capital raise, which is important for advancing their CNS, inflammatory and cardiometabolic pipeline.

Market Research Analyst

The selection of Citizens JMP Securities as the sole bookrunner is notable, as smaller investment banks typically handle offerings for microcap biotech companies. The shelf registration from 2022 provides flexibility in timing, but the current market conditions and biotech sector sentiment will heavily influence pricing. The lack of specified terms suggests careful positioning to minimize market impact, though dilution concerns could pressure the stock near-term.

Investors should watch the final terms closely, as the pricing and warrant coverage will indicate market confidence in Reviva's pipeline and overall strategy. The timing, just before year-end, may reflect strategic considerations or urgent capital needs.

CUPERTINO, Calif., Dec. 16, 2024 (GLOBE NEWSWIRE) -- Reviva Pharmaceuticals Holdings, Inc. (NASDAQ: RVPH) (“Reviva” or the “Company”), a late-stage pharmaceutical company developing therapies that seek to address unmet medical needs in the areas of central nervous system (CNS), inflammatory and cardiometabolic diseases, today announced that it is proposing to offer and sell, subject to market conditions, shares of its common stock (or common share equivalents in lieu thereof) and warrants to purchase common stock in an underwritten public offering. All of the shares of common stock and warrants are being offered by the Company.

Reviva intends to use the net proceeds from the offering to fund research and development activities and for working capital and other general corporate purposes. The final terms of the offering will depend on market and other conditions at the time of pricing, 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.

Citizens JMP Securities, LLC is acting as the sole bookrunner for the proposed offering.

The securities described above will be offered pursuant to a shelf registration statement on Form S-3 (File No. 333-262348), which was previously filed with the Securities and Exchange Commission (“SEC”) on January 26, 2022 and became effective on February 2, 2022. A preliminary prospectus supplement and accompanying base prospectus relating to and describing the terms of the offering will be filed with the SEC and will be available on the SEC’s website located at www.sec.gov, copies of which may be obtained, when available, for free by contacting Citizens JMP Securities, LLC 600 Montgomery Street, Suite 1100, San Francisco, CA 94111, by email at syndicate@jmpsecurities.com or by telephone at (415) 835-8985.

The offering will be made only by means of a prospectus. This press release does 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 other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction.

About Reviva

Reviva is a late-stage biopharmaceutical company that discovers, develops, and seeks to commercialize next-generation therapeutics for diseases representing unmet medical needs and burdens to society, patients, and their families. Reviva’s current pipeline focuses on the central nervous system (CNS), inflammatory and cardiometabolic diseases. Reviva’s pipeline currently includes two drug candidates, brilaroxazine (RP5063) and RP1208. Both are new chemical entities discovered in-house. Reviva has been granted composition of matter patents for both brilaroxazine and RP1208 in the United States, Europe, and several other countries.

Forward Looking Statement

This release contains “forward-looking statements” made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements are typically preceded by words such as “believes,” “expects,” “anticipates,” “intends,” “will,” “may,” “should,” or similar expressions. These forward-looking statements reflect management’s current knowledge, assumptions, judgment and expectations regarding future performance or events. Although management believes that the expectations reflected in such statements are reasonable, they give no assurance that such expectations will prove to be correct or that those goals will be achieved, and you should be aware that actual results could differ materially from those contained in the forward-looking statements. Forward-looking statements are subject to a number of risks and uncertainties, including, but not limited to, risks associated with market conditions and the satisfaction of customary closing conditions related to the offering and uncertainties related to the Company’s expectations regarding the completion, timing and size of the proposed offering. For a further description of the risks and uncertainties that could cause actual results to differ from those expressed in these forward-looking statements, as well as risks relating to the Company’s business in general, please refer to the Company’s prospectus supplement filed with the SEC, and the documents incorporated by reference therein, including the Company’s Form 10-K for the year ended December 31, 2023 and Forms 10-Q for the quarters ended March 31, 2024, June 30, 2024 and September 30, 2024.

All forward-looking statements are expressly qualified in their entirety by this cautionary notice. You are cautioned not to place undue reliance on any forward-looking statements, which speak only as of the date of this release. We have no obligation, and expressly disclaim any obligation, to update, revise or correct any of the forward-looking statements, whether as a result of new information, future events or otherwise.

Corporate Contact:
Reviva Pharmaceuticals Holdings, Inc.
Laxminarayan Bhat, PhD
www.revivapharma.com

Investor Relations Contact:
LifeSci Advisors, LLC
Bruce Mackle
bmackle@lifesciadvisors.com

Media Contact:
Kristin Politi
kpoliti@lifescicomms.com
(646) 876-4783

FAQ

What is the purpose of Reviva Pharmaceuticals' (RVPH) new public offering?

The offering aims to raise funds for research and development activities, working capital, and other general corporate purposes.

When was RVPH's shelf registration statement filed and when did it become effective?

The shelf registration statement was filed on January 26, 2022, and became effective on February 2, 2022.

Who is the bookrunner for RVPH's proposed public offering?

Citizens JMP Securities, is acting as the sole bookrunner for the proposed offering.

What securities are being offered in RVPH's public offering?

The offering includes shares of common stock (or common share equivalents) and warrants to purchase common stock.

How will the final terms of RVPH's offering be determined?

The final terms will be determined based on market conditions at the time of pricing.