BiomX Advances Capital Raise with Securities Purchase Agreement and Warrants Issuance

BiomX Inc. (NYSEMKT:PHGE) announced on February 25, 2025 that it has entered into a comprehensive securities purchase agreement with institutional and accredited investors, a transaction that includes both a registered direct offering and a concurrent private placement. Under the terms of the agreement, the company will issue approximately 2,828,283 shares of common stock alongside pre-funded warrants allowing for the purchase of up to 805,231 additional shares. In the private placement, BiomX is also offering unregistered pre-funded warrants and common warrants that, in total, provide for the acquisition of up to 8,245,252 shares of common stock. Each security, including the warranted shares, is priced at an effective purchase price of $0.9306.

The offering, which is expected to generate gross proceeds of about $5.5 million before placement agent fees and other expenses, is structured to include an accompanying warrant with every share or warrant issued. In conjunction with this offering, the company also entered into inducement letter agreements with existing warrant holders who agreed to exercise their rights at the reduced exercise price of $0.9306 per share. This warrant exercise is estimated to raise gross proceeds of about $6.5 million before expenses. Under these agreements, any adjustments to the number of shares issued are designed to ensure that investor ownership remains within specified beneficial limits.

The transaction incorporates customary representations and warranties, as well as conditions designed to restrict future issuances of common stock or stock equivalents until key milestones are achieved. Specifically, BiomX has agreed not to issue or propose the issuance of additional common stock for a period tied to the declaration of effectiveness of a resale registration statement and the completion of a stockholder approval process. In addition, the company has entered into a registration rights agreement that commits it to filing a registration statement for the resale of shares underlying the new warrants on a schedule set to begin 45 calendar days after the transaction’s closing.

BiomX indicated that it intends to use the net proceeds from the offering to support the completion of its Phase 2b clinical study for BX004, its fixed phage cocktail, which is being investigated for the treatment of chronic pulmonary infections in patients with cystic fibrosis. The offering is anticipated to close on or around February 27, 2025, subject to customary closing conditions.

Additionally, a Placement Agency Agreement was executed with Laidlaw & Company (UK) Ltd. to serve exclusively as the placement agent on a best-efforts basis. Under this arrangement, Laidlaw & Company is slated to receive an aggregate fee equal to 7.0% of the gross proceeds from the offering, along with reimbursement for certain expenses incurred.

The filing, which also incorporates forward-looking statements regarding the expected use of proceeds and upcoming clinical milestones, underscores BiomX’s continued efforts to advance its clinical programs while strengthening its financial position. As with all forward-looking statements, actual results may differ materially based on a number of risks and uncertainties detailed in the company’s filings with the SEC.

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read BiomX’s 8K filing here.

BiomX Company Profile

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BiomX Inc, a clinical-stage biopharmaceutical company, develops products using natural and engineered phage technologies designed to target and kill specific harmful bacteria associated with chronic disease. It is developing BX211, a phage therapy, which is in phase 2 clinical study for the treatment of diabetic foot osteomyelitis.

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