Vivoryon Therapeutics N.V. Signs Financing Agreement for up to EUR 15 Million

Rhea-AI Summary

Vivoryon Therapeutics N.V. has secured a Standby Equity Purchase Agreement (SEPA) worth up to EUR 15 million with Yorkville Advisors Global, LP. The 36-month agreement allows Vivoryon to sell ordinary shares to Yorkville in individual tranches, with each tranche to 100% of the average daily trading volume over five days, up to 389,359 shares per tranche.

The shares will be issued at a 5% discount to market price, and the deal includes 167,028 shares as a commitment fee to Yorkville. Board members Erich Platzer and Frank Weber have agreed to lend 389,359 shares to Yorkville at no cost.

The funding will support Vivoryon's ongoing operations, preparations for a planned Phase 2b study in diabetic kidney disease for varoglutamstat, and advancement of preclinical studies for VY2149.

Positive

• Secured flexible financing up to EUR 15 million
• No obligation to use the facility, maintaining financial flexibility
• Funding supports advancement of Phase 2b study in diabetic kidney disease
• Additional capital for preclinical development of new candidate VY2149

Negative

• 5% discount on share issuance price represents dilution for existing shareholders
• Additional 167,028 shares issued as commitment fee causing immediate dilution
• Potential significant dilution if full EUR 15 million facility is utilized

Insights

Financial Analyst

Vivoryon secures €15M flexible financing, provides runway but signals need for additional funding for planned Phase 2b study.

The EUR 15 million Standby Equity Purchase Agreement (SEPA) with Yorkville gives Vivoryon flexible capital access over 36 months. The structure allows the company to draw funds as needed through individual tranches sized at 100% of the average daily trading volume, with shares priced at a 5% discount to market. This arrangement provides financial breathing room without forcing immediate shareholder dilution.

The financing includes 167,028 shares issued as a commitment fee, with board members Erich Platzer and Frank Weber entering a share lending agreement to support the transaction structure. This board participation suggests management confidence in the company's direction.

What's notable is the CFO's explicit statement that this financing is insufficient for the full Phase 2b study in diabetic kidney disease, positioning this as a bridge while pursuing "additional funding." The 36-month term provides extended runway but signals ongoing capital needs. The SEPA structure gives Vivoryon strategic flexibility to potentially time its capital raises around clinical milestones, which could prove advantageous if the company generates positive data.

Biotech Expert

Financing enables continued development of varoglutamstat for diabetic kidney disease, maintaining momentum toward Phase 2b clinical trial.

This financing agreement supports Vivoryon's preparations for a Phase 2b study of their lead candidate varoglutamstat in diabetic kidney disease. The company strategically positions varoglutamstat as "uniquely positioned" to address an existing treatment gap for kidney disease patients, suggesting market differentiation potential.

The funding flexibility allows Vivoryon to maintain momentum on two fronts: advancing preparations for the pivotal Phase 2b study while simultaneously progressing preclinical studies for their newer development candidate, VY2149. This dual-track approach maintains pipeline development across multiple assets.

Diabetic kidney disease represents a substantial market opportunity with significant unmet needs. Current treatments often focus on managing symptoms rather than addressing underlying disease mechanisms. Vivoryon's approach appears focused on disease modification, though specific details about varoglutamstat's mechanism aren't provided in this announcement.

The phased funding approach aligns with typical biotech development patterns, where financing often follows clinical milestone achievement. The explicit statement about seeking additional funding suggests the company is planning a stepped approach to fully resource the Phase 2b program as it progresses.

Vivoryon Therapeutics N.V. Signs Financing Agreement
for up to EUR 15 Million

Halle (Saale) / Munich, Germany, April 24, 2025 – Vivoryon Therapeutics N.V. (Euronext Amsterdam: VVY; NL00150002Q7) (“Vivoryon” or the “Company”), a clinical stage company focused on the discovery and development of small molecule medicines to modulate the activity and stability of pathologically altered proteins, today announced that it has entered into a Standby Equity Purchase Agreement (“SEPA”) of up to EUR 15 million, with Yorkville Advisors Global, LP (“Yorkville”), an institutional investor based in New Jersey, USA.

Under the terms of the agreement, Yorkville has committed to purchasing up to EUR 15 million of ordinary shares of Vivoryon over the course of 36 months, from the date of signing the agreement. Vivoryon has the right, but not the obligation, to sell these ordinary shares to Yorkville in individual tranches under exclusion of the existing shareholders’ pre-emptive rights.

“This agreement provides Vivoryon with financial flexibility in advancing preparations for our planned Phase 2b study in diabetic kidney disease,” said Anne Doering, CFA, CFO of Vivoryon. “We believe that having this vehicle in place provides us with strong capital backing, while at the same time allowing us to actively pursue further opportunities for additional funding to fully realize the planned Phase 2b study. Yorkville has a proven track record in providing access to capital for biotechnology companies and we are pleased to have entered into this agreement with the team to support us in executing our strategy to develop varoglutamstat as a uniquely positioned treatment option filling the existing treatment gap for patients suffering from kidney disease.”

Each tranche may include a number of shares equal to 100% of the average daily volume of ordinary shares traded within the five trading days immediately prior to the date of the tranche being requested. The number of shares per tranche can be increased at mutual consent of Vivoryon and Yorkville, with the maximum number of shares per tranche being 389,359 shares (subject to a higher maximum that the parties may agree from time to time). The ordinary shares will be issued at a 5% discount to the prevailing market price. Yorkville intends to sell the number of shares set out in a tranche request on the market following the receipt of the relevant tranche request. The agreement includes the additional issuance of 167,028 shares to Yorkville as part of a commitment fee. To support the transaction, Erich Platzer, MD, PhD, also through PlatzerInvest AG, and Frank Weber, MD, both members of the Company’s board entered into a share lending agreement with Yorkville, pursuant to which Dr. Platzer and Dr.  Weber shall lend 389,359 ordinary shares to Yorkville at no consideration.

Vivoryon intends to use any funds raised through the SEPA to finance its ongoing business operations, the continued preparation towards the start of the Phase 2b study of its lead candidate varoglutamstat in diabetic kidney disease, as well as to advance preclinical studies of its new development candidate, VY2149.

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About Vivoryon Therapeutics N.V.
Vivoryon is a clinical stage biotechnology company focused on developing innovative small molecule-based medicines. Driven by its passion for ground-breaking science and innovation, the Company strives to change the lives of patients in need suffering from severe diseases. The Company leverages its in-depth expertise in understanding post-translational modifications to develop medicines that modulate the activity and stability of proteins which are altered in disease settings. The Company has established a pipeline of orally available small molecule inhibitors for various indications including Alzheimer’s disease, inflammatory and fibrotic disorders, including of the kidney, and cancer. www.vivoryon.com

Vivoryon Forward Looking Statements
This press release includes forward-looking statements, including, without limitation, those regarding the business strategy, management plans and objectives for future operations of Vivoryon Therapeutics N.V. (the “Company”), estimates and projections with respect to the market for the Company’s products and forecasts and statements as to when the Company’s products may be available. Words such as “anticipate,” “believe,” “estimate,” “expect,” “forecast,” “intend,” “may,” “plan,” “project,” “predict,” “should” and “will” and similar expressions as they relate to the Company are intended to identify such forward-looking statements. These forward-looking statements are not guarantees of future performance; rather they are based on the Management’s current expectations and assumptions about future events and trends, the economy and other future conditions. The forward-looking statements involve a number of known and unknown risks and uncertainties. These risks and uncertainties and other factors could materially adversely affect the outcome and financial effects of the plans and events described herein. The Company’s results of operations, cash needs, financial condition, liquidity, prospects, future transactions, strategies or events may differ materially from those expressed or implied in such forward-looking statements and from expectations. As a result, no undue reliance should be placed on such forward-looking statements. This press release does not contain risk factors. Certain risk factors that may affect the Company’s future financial results are discussed in the published annual financial statements of the Company. This press release, including any forward-looking statements, speaks only as of the date of this press release. The Company does not assume any obligation to update any information or forward-looking statements contained herein, save for any information required to be disclosed by law.

For more information, please contact:

Investor Contacts
Vivoryon Therapeutics N.V.
Dr. Manuela Bader, Director IR & Communication
Email: IR@vivoryon.com

LifeSci Advisors
Sandya von der Weid
Tel: +41 78 680 05 38
Email: svonderweid@lifesciadvisors.com

Media Contact
Trophic Communications
Valeria Fisher or Verena Schossmann
Tel: +49 175 8041816 / +49 151 219 412 77
Email: vivoryon@trophic.eu

Attachment

• 250424_VVY_ PR re SEPA_

FAQ

What is the value and duration of Vivoryon's (VVY) new financing agreement with Yorkville?

Vivoryon secured a EUR 15 million Standby Equity Purchase Agreement with Yorkville Advisors Global, LP, spanning 36 months from April 2025.

How will VVY shares be priced under the Yorkville financing agreement?

Shares will be issued at a 5% discount to the prevailing market price, with tranche sizes based on trading volume.

What is the maximum number of shares per tranche in VVY's equity purchase agreement?

Each tranche is to 389,359 shares, though this can be increased upon mutual agreement between Vivoryon and Yorkville.

How will Vivoryon (VVY) use the proceeds from the Yorkville financing agreement?

The funds will support ongoing operations, preparation for a Phase 2b study in diabetic kidney disease, and advancement of preclinical studies for VY2149.