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Tivic Health Announces Closing of $4.0 Million Public Offering

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Tivic Health Systems announced the closing of a $4.0 million public offering. The offering included 4,710,000 shares of common stock, Series A warrants for 4,710,000 shares, and Series B warrants for 7,065,000 shares, all priced at $0.85 per share. The Series A warrants are exercisable immediately and expire in one year, while the Series B warrants also exercisable immediately, expire in five years. Maxim Group served as the sole placement agent. The gross proceeds before fees and expenses amounted to $4.0 million. The offering was made through a registration statement declared effective by the SEC on May 9, 2024. Investors can access the final prospectus on the SEC website.

Positive
  • Raised $4.0 million in gross proceeds, bolstering financial reserves.
  • Offered securities are priced at $0.85, potentially attractive to investors.
  • Series A warrants expire in one year, possibly driving short-term stock activity.
  • Series B warrants expire in five years, ensuring long-term investor interest.
Negative
  • Warrants' pricing at $0.85 may indicate low current market valuation.
  • Dilution risk due to the issuance of a significant number of new shares and warrants.
  • Gross proceeds are subject to deduction of placement agent fees and other expenses.

Insights

Tivic Health's recent public offering has raised $4.0 million through the sale of common stock and warrants. This infusion of capital can be significant for a health tech company, especially one specializing in bioelectronic medicine, which often requires substantial funding for research, development and commercialization of new products. By offering shares and warrants at a combined price of $0.85 per share, Tivic has managed to attract investors, although the relatively low price might indicate a need to boost liquidity or compensate for market skepticism.

From a financial perspective, the immediate exercisability of the Series A and Series B warrants creates potential dilution for current shareholders if these warrants are exercised. The Series A warrants have a short term of one year, while the Series B warrants extend for five years, providing both short-term and long-term avenues for capitalization. Investors should be aware that while the immediate influx of funds is beneficial, the potential for share dilution could impact the stock's value.

Strategically, leveraging a sole placement agent like Maxim Group LLC ensures a targeted and efficient offering, but it also concentrates risk and reward through a single intermediary. This offering suggests Tivic's proactive approach to securing necessary funds but also signals a reliance on market-driven capital raising which could be concerning if operational cash flows are not sustainable.

For retail investors, understanding the balance between the immediate capital benefits and the long-term implications of dilution will be crucial. Monitoring the company’s use of these funds over the next few quarters will provide greater insight into its financial health and strategic direction.

From a market perspective, Tivic Health's public offering reflects its ongoing efforts to secure its position in the competitive health tech field. The pricing of the shares and warrants at $0.85 indicates a strategy to attract a broader investor base, possibly reflecting current market conditions and investor sentiment towards the company and its sector.

The choice to issue both Series A and Series B warrants is notable. Such instruments are often used to encourage long-term investment while providing potential near-term liquidity. The Series B warrants’ five-year horizon suggests confidence in the company’s long-term potential, giving investors a reason to stay engaged over a longer period.

For retail investors, it’s important to consider not just the immediate impact of the capital raise but also the underlying market signals. The relatively low share price could either be an opportunity to enter at a lower cost or a warning of market caution. Additionally, how Tivic plans to allocate and utilize these funds will be critical in assessing its future market position and growth potential. Investors should stay informed about the company's upcoming moves, including product launches and market expansions, which will provide more context for this capital raise.

SAN FRANCISCO--(BUSINESS WIRE)-- Tivic Health® Systems, Inc. ("Tivic", Nasdaq: TIVC), a health tech company that develops and commercializes bioelectronic medicine, today announced the closing of its previously announced public offering of an aggregate of 4,710,000 shares of its common stock, Series A warrants to purchase up to 4,710,000 shares of common stock and Series B warrants to purchase up to 7,065,000 shares of common stock, at a combined public offering price of $0.85 per share and accompanying warrants. The Series A warrants have an exercise price of $0.85 per share, are exercisable immediately and will expire one year after the date of issuance, and the Series B warrants have an exercise price of $0.85 per share, are exercisable immediately and will expire five years after the date of issuance.

Maxim Group LLC acted as the sole placement agent for the offering.

Total gross proceeds to the Company from the offering, before deducting the placement agent’s fees and other offering expenses, were approximately $4.0 million.

The securities described above were offered pursuant to a registration statement on Form S-1 (File No. 333-278383), which was declared effective by the Securities and Exchange Commission (the “SEC”) on May 9, 2024. The offering was made only by means of a prospectus forming part of the effective registration statement relating to the offering. A final prospectus relating to the offering has been filed with the SEC and is available on the SEC’s website at http://www.sec.gov. Electronic copies of the final prospectus may be obtained on the SEC’s website at http://www.sec.gov and may also be obtained by contacting Maxim Group LLC at 300 Park Avenue, 16th Floor, New York, NY 10022, by phone at (212) 895-3745 or e-mail at syndicate@maximgrp.com.

This press release shall not constitute an offer to sell or a 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 Tivic Health

Tivic Health is a commercial health tech company advancing the field of bioelectronic medicine. Tivic Health’s patented technology platform leverages stimulation on the trigeminal, sympathetic, and vagus nerve structures. Tivic Health’s non-invasive and targeted approach to the treatment of inflammatory chronic health conditions gives consumers and providers drug-free therapeutic solutions with high safety profiles, low risk, and broad applications. Tivic Health’s first commercial product ClearUP is an FDA approved, award-winning, handheld bioelectronic sinus device. ClearUP is clinically proven, doctor-recommended, and is available through online retailers and commercial distributors.

Forward-Looking Statements:

This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements include all statements, other than statements of historical fact, regarding our current views and assumptions with respect to future events regarding our business, including statements with respect to our plans, assumptions, expectations, beliefs and objectives with respect to the intended use of proceeds from the offering, product development, clinical studies, clinical and regulatory timelines, market opportunity, competitive position, business strategies, potential growth opportunities, market and other conditions and other statements that are predictive in nature. These statements are generally identified by the use of such words as “may,” “could,” “should,” “would,” “believe,” “anticipate,” “forecast,” “estimate,” “expect,” “intend,” “plan,” “continue,” “outlook,” “will,” “potential” and similar statements of a future or forward-looking nature. Readers are cautioned that any forward-looking information provided by us or on our behalf is not a guarantee of future performance. Actual results may differ materially from those contained in these forward-looking statements as a result of various factors disclosed in our filings with the SEC, including the “Risk Factors” section of our Annual Report on Form 10-K filed with the SEC on March 25, 2024 and the final prospectus filed with the SEC in connection with the public offering. All forward-looking statements speak only as of the date on which they are made, and we undertake no duty to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except to the extent required by law.

Media Contact:

Morgan Luke

Morgan.Luke@tivichealth.com

Investor Contact:

Hanover International, Inc.

ir@tivichealth.com

Source: Tivic Health Systems, Inc.

FAQ

What did Tivic Health announce on May 9, 2024?

Tivic Health announced the closing of a $4.0 million public offering.

How much did Tivic Health raise from the public offering?

Tivic Health raised $4.0 million in gross proceeds from the public offering.

What is the exercise price for Tivic Health's Series A and Series B warrants?

The exercise price for both Series A and Series B warrants is $0.85 per share.

When do Tivic Health Series A warrants expire?

Tivic Health's Series A warrants expire one year after the date of issuance.

When do Tivic Health Series B warrants expire?

Tivic Health's Series B warrants expire five years after the date of issuance.

Who acted as the sole placement agent for Tivic Health's offering?

Maxim Group acted as the sole placement agent for Tivic Health's offering.

Where can investors access the final prospectus for Tivic Health's offering?

Investors can access the final prospectus on the SEC's website.

Tivic Health Systems, Inc.

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