Biora Therapeutics, Inc. (Nasdaq: BIOR), the biotech company that
is reimagining therapeutic delivery, today announced the closing of
its previously announced registered direct offering of an aggregate
of 5,454,548 shares of the Company’s common stock at an offering
price of $1.10 per share of common stock and concurrent private
placement of unregistered warrants to purchase up to 5,454,548
shares of common stock. The warrants have an exercise price of
$1.10 per share, will be exercisable beginning on the effective
date of stockholder approval of the issuance of the shares issuable
upon exercise of the warrants, and will expire five years from the
date of stockholder approval.
The gross proceeds of the offering of shares, before deducting
placement agent’s fees and other offering expenses, were
approximately $6,000,000.
H.C. Wainwright & Co. acted as the exclusive placement agent
for the offering.
Biora intends to use the net proceeds from this offering to
support its operations, complete its ongoing BT-600 clinical trial,
make further investments in the development of its oral
biotherapeutics platforms, and for working capital and general
corporate purposes.
A shelf registration statement relating to the offered shares of
common stock was filed with the Securities and Exchange Commission
(“SEC”) on July 30, 2021 and was declared effective on August 6,
2021. The offering of the shares of common stock was made only by
means of a prospectus, including a prospectus supplement, forming a
part of an effective registration statement. A prospectus
supplement and accompanying prospectus relating to the offering of
shares of common stock was filed with the SEC. Electronic copies of
the prospectus supplement and accompanying prospectus may be
obtained on the SEC’s website at http://www.sec.gov or by
contacting H.C. Wainwright & Co., LLC at 430 Park Avenue, 3rd
Floor, New York, NY 10022, by phone at (212) 856-5711 or e-mail at
placements@hcwco.com.
The warrants described above were issued in a concurrent private
placement under Section 4(a)(2) of the Securities Act of 1933, as
amended (the “Securities Act”), and Regulation D promulgated
thereunder and, along with the shares of common stock underlying
the warrants, have not been registered under the Securities Act, or
applicable state securities laws. Accordingly, the warrants and
underlying shares of common stock may not be offered or sold in the
United States except pursuant to an effective registration
statement or an applicable exemption from the registration
requirements of the Securities Act and such applicable state
securities laws.
This press release shall 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 state or jurisdiction in
which such offer, solicitation, or sale would be unlawful prior to
registration or qualification under the securities laws of any such
state or jurisdiction.
About Biora TherapeuticsBiora Therapeutics is
reimagining therapeutic delivery. By creating innovative smart
pills designed for targeted drug delivery to the GI tract, and
systemic, needle-free delivery of biotherapeutics, the company is
developing therapies to improve patients’ lives.
Biora is focused on development of two therapeutics platforms:
the NaviCap™ targeted oral delivery platform, which is designed to
improve outcomes for patients with inflammatory bowel disease
through treatment at the site of disease in the gastrointestinal
tract, and the BioJet™ systemic oral delivery platform, which is
designed to replace injection for better management of chronic
diseases through needle-free, oral delivery of large molecules.
For more information, visit bioratherapeutics.com or follow the
company on LinkedIn or Twitter.
Safe Harbor Statement or Forward-Looking
StatementsThis press release contains “forward-looking
statements” that involve a number of risks, uncertainties and
assumptions. These forward-looking statements can generally be
identified as such because the context of the statement will
include words such as “may,” “will,” “intend,” “plan,” “believe,”
“anticipate,” “expect,” “estimate,” “predict,” “potential,”
“continue,” “likely,” “target,” “forecast,” or “opportunity,” the
negative of these words or other similar words. Similarly,
statements that describe our plans, strategies, intentions,
expectations, objectives, goals or prospects and other statements
that are not historical facts are also forward-looking statements.
For such statements, we claim the protection of the Private
Securities Litigation Reform Act of 1995. Readers of this press
release are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date of this
press release. These forward-looking statements are based largely
on our expectations and projections about future events and future
trends affecting our business, and are subject to risks and
uncertainties that could cause actual results to differ materially
from those anticipated in the forward-looking statements, including
statements regarding the use of proceeds in the offering and
receipt of stockholder approval. Such risks, uncertainties, and
other factors include, among others, risks and uncertainties
related to market and other conditions that may affect the
Company’s ability to obtain stockholder approval, the Company’s
ability to innovate in the field of therapeutics, the Company’s
ability to make future filings and initiate, execute, or complete
clinical trials on expected timelines or at all, the Company’s
ability to obtain and maintain regulatory approval or clearance of
its products on expected timelines or at all, the Company’s plans
to research, develop, and commercialize new products, the
unpredictable relationship between preclinical study results and
clinical study results, the Company’s expectations regarding
opportunities with current or future pharmaceutical collaborators
or partners, the Company’s ability to raise sufficient capital to
achieve its business objectives, and those risks described in “Risk
Factors” and “Management’s Discussion and Analysis of Financial
Condition and Results of Operations” in the Company’s Annual Report
on Form 10-K for the year ended December 31, 2023 filed with the
SEC and other subsequent documents, including Quarterly Reports,
that the Company files with the SEC.
Biora Therapeutics expressly disclaims any obligation to update
any forward-looking statements whether as a result of new
information, future events or otherwise, except as required by
law.
Investor ContactChuck PadalaManaging Director,
LifeSci AdvisorsIR@bioratherapeutics.com(646) 627-8390
Media Contactmedia@bioratherapeutics.com
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