GeoVax Labs, Inc. has entered into a securities purchase agreement with healthcare-focused institutional investors for a registered direct offering expected to generate approximately $2.5 million in gross proceeds. The clinical-stage biotechnology company will sell 3,968,256 shares of common stock and warrants to purchase up to 11,904,768 additional shares at a combined price of $0.63 per unit, with the warrants exercisable at the same price upon shareholder approval and expiring five years from that approval.
The financing comes at a critical juncture for GeoVax as the company advances multiple clinical programs targeting significant unmet medical needs. The net proceeds will support research and development, manufacturing, clinical studies, and working capital requirements across the company's pipeline. This capital infusion is particularly important given the advanced stage of several clinical programs requiring substantial funding to reach key milestones.
Roth Capital Partners is serving as sole placement agent for the offering, which is expected to close on September 30, 2025, subject to customary closing conditions. The shares are being offered pursuant to a shelf registration statement on Form S-3 previously filed with the Securities and Exchange Commission and declared effective on March 13, 2024. Investors can access detailed offering documents through the SEC's website at https://www.sec.gov.
The funding will directly support GeoVax's lead clinical program, GEO-CM04S1, a next-generation COVID-19 vaccine currently in three Phase 2 clinical trials. These trials are evaluating the vaccine as a primary option for immunocompromised patients, including those with hematologic cancers, where current authorized vaccines have demonstrated limitations. Additional trials are assessing the vaccine as a booster for chronic lymphocytic leukemia patients and as a more robust alternative to mRNA vaccines in healthy individuals.
In oncology, the company is advancing Gedeptin®, a novel oncolytic solid tumor gene-directed therapy that recently completed a multicenter Phase 1/2 clinical trial for advanced head and neck cancers. The company is also developing a vaccine targeting Mpox and smallpox, which based on recent European Medicines Agency regulatory guidance, may progress directly to Phase 3 clinical evaluation, bypassing earlier phase trials. For ongoing updates on clinical trial progress, stakeholders can monitor the company's website at https://www.geovax.com.
This financing represents a strategic move to strengthen GeoVax's financial position during a period of intensive clinical development. The company's focus on addressing vaccine limitations in vulnerable populations and developing novel cancer therapies positions it at the forefront of biotechnology innovation. The successful completion of this offering demonstrates investor confidence in GeoVax's technology platform and clinical strategy during a challenging capital market environment for emerging biotech companies.
