Benzinga | Jan 24, 2022 08:06AM EST

Revelation Biosciences Raises $7.76M In Equity Financing

Revelation Biosciences Inc. (NASDAQ:REVB) (the "Company" or "Revelation"), a clinical-stage life sciences company that is focused on the development of immunologicbased therapies for the prevention and treatment of disease, announced today that it has entered into a definitive agreement with a leading healthcare-focused institutional investor, pursuant to which the Company agreed to sell 1,293,126 shares of Common Stock ("Shares") at a gross purchase price of $3.00 per Share. Additionally, Revelation has agreed to issue to the investor unregistered warrants to purchase up to 2,586,667 shares (the "Common Warrants"), as well as unregistered pre-funded warrants to purchase up to 1,239,541 shares (the "Pre-Funded Warrants" and together with the Common Warrants, the "Warrants") in a concurrent private placement. The Common Warrants have an exercise price of $3.29 per share, will become exercisable in six months after their date of issuance and will expire five and a half years from their date of issuance. The Pre-Funded Warrants have been funded to the amount of $3.00 with $0.0001 payable on exercise.

The gross proceeds to Revelation, before deducting placement agent fees and other offering expenses, will be approximately $7.76 million. Revelation intends to use the net proceeds from this offering to advance its clinical and preclinical pipeline and for general working capital.

The closing of the offering is expected to occur on the trading day on which all conditions to closing have been met, including stock exchange approval.

The Shares and the shares underlying the Warrants (collectively, the "Securities") are being offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the "Act"), and Regulation D promulgated thereunder and the Securities have not been registered under the Act, or applicable state securities laws. Accordingly, the Securities 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 Act and such applicable state securities laws.

This press release shall not constitute an offer to sell or a 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.

Roth Capital Partners, LLC is acting as the exclusive placement agent for the offering.