Blue Water Vaccines Announces Closing of $10 Million Private Placement Priced At-the-Market Under Nasdaq Rules
August 11 2022 - 1:47PM
Blue Water Vaccines Inc. (“BWV” or “Blue Water Vaccines” or the
“Company”), a biopharmaceutical company developing transformational
vaccines to address significant global health challenges, today
announced the closing of its previously announced private placement
of 3,683,280 shares of common stock (or common stock equivalents in
lieu thereof) to several healthcare-focused institutional
investors, that was priced at-the-market under Nasdaq rules. The
Company also issued to investors unregistered preferred investment
options (the “investment options”) to purchase up to an aggregate
of 4,972,428 shares of common stock. The purchase price for one
share of common stock (or common stock equivalent) and one
investment option was $2.715. The investment options have an
exercise price of $2.546 per share, are exercisable immediately
upon issuance, and have a term equal to five years.
H.C. Wainwright & Co. acted as the exclusive
placement agent for the offering.
The gross proceeds from the private placement
were approximately $10 million, before deducting placement agent
fees and other offering expenses. The Company intends to use the
net proceeds from the private placement for the research and
development of its pipeline as well as for working capital and
other general corporate purposes. The Company’s current cash
position including the gross proceeds from this private placement
is approximately $30.3 million.
The offer and sale of the foregoing securities
were made in a transaction not involving a public offering and the
securities have not been registered under the Securities Act of
1933, as amended (the “Securities Act”), or applicable state
securities laws. Accordingly, the securities may not be reoffered
or resold 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. Pursuant to a registration rights agreement
with investors, BWV has agreed to file a resale registration
statement covering the securities described above within thirty
days of August 9, 2022.
In addition, the investors in the private
placement agreed to cancel preferred investment options to purchase
up to an aggregate of 1,180,812 shares of the Company’s common
stock issued in April 2022.
This press release does 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
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 Blue Water Vaccines
Blue Water Vaccines Inc. is a biopharmaceutical
company focused on developing transformational vaccines to address
significant health challenges globally. Headquartered in
Cincinnati, OH, the Company holds the rights to proprietary
technology developed at the University of Oxford, Cincinnati
Children’s Hospital Medical Center (CCHMC), and St. Jude Children’s
Hospital. The Company is developing a universal flu vaccine that
will provide protection from all virulent strains in addition to
licensing a novel norovirus (NoV) S&P nanoparticle versatile
virus-like particle (VLP) vaccine platform from CCHMC to develop
vaccines for multiple infectious diseases, including
norovirus/rotavirus and malaria, among others. Additionally, Blue
Water Vaccines is developing a Streptococcus pneumoniae
(pneumococcus) vaccine candidate, designed to specifically prevent
the highly infectious middle ear infections, known as Acute Otitis
Media (AOM), in children. For more information, visit
www.bluewatervaccines.com.
Forward-Looking Statements
Certain statements in this press release are
forward-looking within the meaning of the Private Securities
Litigation Reform Act of 1995. These statements may be identified
by the use of forward-looking words such as “anticipate,”
“believe,” “forecast,” “estimate,” “expect,” and “intend,” among
others. These forward-looking statements are based on BWV’s current
expectations and actual results could differ materially and
include, among others: statements regarding the use of the proceeds
from this private placement. There are a number of factors that
could cause actual events to differ materially from those indicated
by such forward-looking statements. These factors include, but are
not limited to, market and other conditions, risks related to the
development of BWV’s vaccine candidates; the failure to obtain FDA
clearances or approvals and noncompliance with FDA regulations;
delays and uncertainties caused by the global COVID-19 pandemic;
risks related to the timing and progress of clinical development of
our product candidates; our need for additional financing;
uncertainties of patent protection and litigation; uncertainties of
government or third party payor reimbursement; limited research and
development efforts and dependence upon third parties; and
substantial competition. As with any vaccine under development,
there are significant risks in the development, regulatory approval
and commercialization of new products. BWV does not undertake an
obligation to update or revise any forward-looking statement,
except as required by law. Investors should read the risk factors
set forth in BWV’s Annual Report on Form 10-K for the fiscal year
ended December 31, 2021, filed with the Securities and Exchange
Commission on March 31, 2022, and periodic reports filed with the
SEC on or after the date thereof. All of BWV’s forward-looking
statements are expressly qualified by all such risk factors and
other cautionary statements. The information set forth herein
speaks only as of the date hereof.
Media Contact Information:Blue Water Media
RelationsTelephone: (646) 942-5591 Email:
Nic.Johnson@russopartnersllc.com
Investor Contact Information:Blue Water Investor
RelationsEmail: investors@bluewatervaccines.com
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