BioCardia Announces $3.6 Million Private Placement of Common Stock
December 15, 2022
Sunnyvale, Calif - December 15, 2022 - BioCardia, Inc. [Nasdaq: BCDA] (the “Company”), a developer of cellular and cell-derived therapeutics for the treatment of cardiovascular and pulmonary diseases, today announced that it has entered into a Securities Purchase and Registration Rights Agreement (the “Purchase Agreement”) relating to a private placement with certain new and existing qualified institutional buyers, institutional accredited investors and certain directors and officers of the Company (the "Investors"). Pursuant to the Purchase Agreement, the Company agreed to sell to the Investors an aggregate 2,122,017 shares of the Company’s common stock at an offering price of $1.68 per share, the average of the closing share prices for the preceding five trading days.
The gross proceeds to BioCardia, before deducting fees and other offering expenses, are expected to be approximately $3.6 million. The closing of the sale of the securities is expected to occur on or about December 16, 2022, subject to the satisfaction of customary closing conditions. BioCardia intends to use the net proceeds from the offering for general corporate purposes, including to fund research and development of its cell therapies.
The securities being issued and sold in the private placement have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or any states' securities laws, and 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. The Company has agreed to file a registration statement with the Securities and Exchange Commission registering the resale of the shares of common stock issued in this private placement.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities described herein, 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 the registration or qualification under the securities laws of any such state or jurisdiction.
BioCardia, Inc., headquartered in Sunnyvale, California, is a developer of cell and cell-derived therapies for cardiovascular and pulmonary disease. The Company has two biotherapeutic platforms, CardiAMP autologous bone marrow-derived mononuclear cell therapy for cardiovascular indications and the NK1R+ allogeneic bone marrow-derived mesenchymal stem cell therapies for cardiovascular and pulmonary diseases. These platforms underly several clinical-stage product candidates, each with the potential to meaningfully benefit millions of patients.
Forward Looking Statements:
This press release contains forward-looking statements and that are subject to risks and uncertainties, including those that relating to the timing and completion of the sale of securities, the expected use of the related proceeds and the prospects of the Company. These forward-looking statements are made as of the date of this press release, and BioCardia assumes no obligation to update the forward-looking statements.
We may use terms such as “believes,” “estimates,” “anticipates,” “expects,” “plans,” “intends,” “may,” “could,” “might,” “will,” “should,” “approximately” or other words that convey the uncertainty of future events or outcomes to identify these forward-looking statements. Although we believe that we have a reasonable basis for each forward-looking statement contained herein, we caution you that forward-looking statements are not guarantees of future performance and that our actual results may differ materially from the forward-looking statements contained in this press release. As a result of these factors, we cannot assure you that the forward-looking statements in this press release will prove to be accurate. Additional factors that could materially affect actual results can be found in BioCardia’s Form 10-K filed with the Securities and Exchange Commission on March 29, 2022, under the caption titled “Risk Factors.” BioCardia expressly disclaims any intent or obligation to update these forward-looking statements, except as required by law.
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