Verrica Announces Proposed Public Offering

Rhea-AI Summary

Verrica Pharmaceuticals (Nasdaq: VRCA), a dermatology therapeutics company, announced a proposed underwritten public offering of common stock and accompanying warrants. The offering includes an option for the underwriter to purchase up to 15% additional shares and/or warrants within 30 days. Jefferies is acting as the sole book-running manager. The offering will be conducted under a shelf registration statement filed with the SEC. The final size and terms are subject to market conditions.

Positive

• None.

Negative

• Potential shareholder dilution from new stock issuance
• Additional dilution possible from warrant exercises
• Further 15% dilution potential from underwriter's option

Insights

Financial Analyst

This public offering announcement signals significant dilution risk for existing shareholders. With a small market cap of $38.57M, any substantial offering could materially impact share value. The inclusion of warrants alongside common stock suggests a complex financing structure that could lead to additional future dilution. The company's choice to raise capital through equity rather than debt financing, while preserving cash flow, indicates potential challenges in securing traditional financing. The timing and structure, including pre-funded warrants, points to urgent capital needs, likely for supporting operations and product development. Jefferies' involvement as sole book-runner adds credibility but also suggests institutional interest. Investors should closely monitor the pricing terms and size of the offering when announced, as these will be important factors in assessing the immediate impact on share value.

WEST CHESTER, Pa., Nov. 20, 2024 (GLOBE NEWSWIRE) -- Verrica Pharmaceuticals Inc. (“Verrica” or the “Company”) (Nasdaq: VRCA), a dermatology therapeutics company developing medications for skin diseases requiring medical interventions, today announced that it intends to offer and sell shares of its common stock (or pre-funded warrants to purchase its common stock in lieu thereof) and in either case, accompanying warrants to purchase shares of its common stock, in an underwritten public offering. All of the securities in the proposed offering will be sold by Verrica. Verrica intends to grant the underwriter a 30-day option to purchase additional shares of its common stock and/or accompanying warrants to purchase shares of its common stock in an amount up to 15% of the securities offered in the public offering under the same terms and conditions. The proposed offering is subject to market conditions, and there can be no assurance as to whether or when the offering may be completed, or the actual size or terms of the offering.

Jefferies is acting as sole book-running manager for the offering.

A shelf registration statement relating to the shares of common stock, pre-funded warrants and accompanying warrants offered in the offering described above was filed with the Securities and Exchange Commission (SEC) on November 7, 2022 and declared effective by the SEC on December 19, 2022. The offering will be made only by means of a written prospectus and prospectus supplement that form a part of the registration statement. A preliminary prospectus supplement and accompanying prospectus relating to and describing the terms of the proposed offering will be filed with the SEC and will be available on the SEC’s website at www.sec.gov. Copies of the preliminary prospectus supplement and the accompanying prospectus, when available, may also be obtained by contacting Jefferies LLC, Attention: Equity Syndicate Prospectus Department, 520 Madison Avenue, New York, NY 10022, or by telephone at (877) 821-7388, or by email at Prospectus_Department@Jefferies.com.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy the securities being offered, nor shall there be any sale of the securities being offered 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 Verrica Pharmaceuticals Inc.

Verrica is a dermatology therapeutics company developing medications for skin diseases requiring medical interventions. Verrica’s product YCANTH^® (VP-102) (cantharidin), is the first and only commercially available treatment approved by the FDA to treat adult and pediatric patients two years of age and older with molluscum contagiosum, a highly contagious viral skin infection affecting approximately 6 million people in the United States, primarily children. YCANTH^® (VP-102) is also in development to treat common warts and external genital warts, two of the largest remaining unmet needs in medical dermatology. Verrica is developing VP-103, its second cantharidin-based product candidate, for the treatment of plantar warts. Verrica has also entered a worldwide license agreement with Lytix Biopharma AS to develop and commercialize VP-315 (formerly LTX-315 and VP-LTX-315) for non-melanoma skin cancers including basal cell carcinoma and squamous cell carcinoma.

Forward-Looking Statements

Any statements contained in this press release that do not describe historical facts may constitute forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. These statements may be identified by words such as “believe,” “expect,” “may,” “plan,” “potential,” “will,” and similar expressions, and are based on Verrica’s current beliefs and expectations. These forward-looking statements include statements about Verrica’s anticipated public offering, including the completion of the public offering on the anticipated terms, if at all. These statements involve risks and uncertainties that could cause actual results to differ materially from those reflected in such statements. Risks and uncertainties that may cause actual results to differ materially include risks and uncertainties related to market conditions, satisfaction of customary closing conditions related to the proposed public offering and other risks and uncertainties that are described in Verrica’s Annual Report on Form 10-K for the year ended December 31, 2023, Verrica’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2024 and other filings Verrica makes with the SEC. Any forward-looking statements speak only as of the date of this press release and are based on information available to Verrica as of the date of this release, and Verrica assumes no obligation to, and does not intend to, update any forward-looking statements, whether as a result of new information, future events or otherwise.

FOR MORE INFORMATION, PLEASE CONTACT:

Investors:

Kevin Gardner
LifeSci Advisors
kgardner@lifesciadvisors.com

Chris Calabrese
LifeSci Advisors
ccalabrese@lifesciadvisors.com

FAQ

What type of securities is Verrica Pharmaceuticals (VRCA) offering in its public offering?

Verrica is offering shares of common stock (or pre-funded warrants) along with accompanying warrants to purchase common stock.

Who is the underwriter for Verrica Pharmaceuticals' (VRCA) public offering?

Jefferies is acting as the sole book-running manager for the offering.

What is the size of the underwriter's option in Verrica's (VRCA) public offering?

The underwriter has a 30-day option to purchase up to 15% additional shares and/or warrants under the same terms and conditions.

When was Verrica's (VRCA) shelf registration statement declared effective by the SEC?

The shelf registration statement was declared effective by the SEC on December 19, 2022.