IPO - Theriva Biologics, Inc.

Form Type: 8-K

Filing Date: 2025-05-08

Corporate Action: Ipo

Type: New

Accession Number: 000110465925046170

Filing Summary: On May 8, 2025, Theriva Biologics, Inc. completed a public offering, raising approximately $7.5 million by selling 1,990,900 shares of common stock and pre-funded and common warrants. The offering included pre-funded warrants for 4,827,280 shares and common warrants for 6,818,180 shares. Each share and associated common warrant had a combined offering price of $1.10, and the pre-funded warrants had a price of $1.099. The proceeds are intended for working capital and general corporate purposes, including potential investments or acquisitions. The issuance of warrants allows for significant flexibility in exercising conditions based on stock performance and company actions. A securities purchase agreement was entered into with investors, preventing new share issuances for 90 days and limiting other stock sales for six months. Additionally, a placement agency agreement was established, and the company promised a 7.0% fee plus reimbursement for legal and other expenses. Press releases announcing the offering pricing and closing date were also issued on May 7 and May 8, 2025, respectively. As of this filing, there are 4,773,358 shares of common stock outstanding.

Form Type: CORRESP

Filing Date: 2025-05-05

Corporate Action: Ipo

Type: New

Accession Number: 000110465925044423

Filing Summary: Theriva Biologics, Inc. is requesting the U.S. Securities and Exchange Commission to accelerate the effective date of its Registration Statement on Form S-1 (File No. 333-283722), which was filed on December 10, 2024. The company is seeking for the registration to become effective on May 7, 2025, at 9:00 a.m. Eastern Time. This request serves as confirmation that Theriva Biologics understands its responsibilities under federal securities laws concerning the issuance of the securities outlined in the Registration Statement. Leslie Marlow from Blank Rome LLP has been authorized to orally modify or withdraw this request. The company's CEO and CFO, Steven A. Shallcross, signed the correspondence.

Form Type: CORRESP

Filing Date: 2025-05-05

Corporate Action: Ipo

Type: New

Accession Number: 000110465925044522

Filing Summary: Theriva Biologics, Inc. has submitted a request to the U.S. Securities and Exchange Commission to make their Registration Statement on Form S-1 effective as of 9:00 a.m. Eastern Time on May 7, 2025. The request is supported by A.G.P./Alliance Global Partners, acting as the Sole Placement Agent. The company intends to distribute copies of a Preliminary Prospectus dated March 21, 2025, to a range of investors to facilitate adequate distribution. The Placement Agent confirms compliance with regulatory obligations under the Securities Exchange Act of 1934.

Form Type: S-1/A

Filing Date: 2025-03-21

Corporate Action: Ipo

Type: New

Accession Number: 000110465925026682

Filing Summary: Theriva Biologics, Inc. is conducting a public offering of up to 8,403,361 shares of common stock, alongside warrants, to finance its oncology-focused therapeutic developments. The prospectus outlines various aspects of the offering including estimated proceeds of approximately $8.95 million if all shares are sold at an assumed price of $1.19. The offering is structured as a best efforts basis and does not impose a minimum sale condition. Notably, the company is emerging from a strategic transformation, following an acquisition of VCN Biosciences in March 2022, shifting its focus to oncology and detailing its lead product candidate, VCN-01, which is currently in clinical trials for various cancers. Additionally, the document cites risks associated with the offering and investor participation without a guaranteed refund or minimum sale, which may impact the company's ability to fulfill business objectives.

Form Type: CORRESP

Filing Date: 2025-01-23

Corporate Action: Ipo

Type: Update

Accession Number: 000110465925005699

Filing Summary: Theriva Biologics, Inc. has formally withdrawn its request for the acceleration of the effective date of its registration statement on Form S-1. The new date for the registration statement was initially set for January 23, 2025, at 5:00 p.m. Eastern Time. This decision was communicated by the Sole Placement Agent, A.G.P./Alliance Global Partners, through a letter to the U.S. Securities and Exchange Commission, referencing a previous correspondence sent on January 21, 2025. The company is currently not seeking to have the registration statement declared effective at this time.

Form Type: CORRESP

Filing Date: 2025-01-21

Corporate Action: Ipo

Type: New

Accession Number: 000110465925004900

Filing Summary: Theriva Biologics, Inc. has filed a request with the SEC to have their Registration Statement on Form S-1 become effective on January 23, 2025, or as soon thereafter as possible. This action is part of their initial public offering process. The Sole Placement Agent, A.G.P./Alliance Global Partners, is involved in this request and is ensuring compliance with the necessary regulations. A Preliminary Prospectus is being distributed to various investors to secure adequate distribution prior to the effective date of the registration.

Form Type: CORRESP

Filing Date: 2025-01-21

Corporate Action: Ipo

Type: New

Accession Number: 000110465925004901

Filing Summary: Theriva Biologics, Inc. is requesting the U.S. Securities and Exchange Commission to accelerate the effective date of their Registration Statement on Form S-1, originally filed on December 10, 2024. The requested effective date is January 23, 2025, at 5:00 p.m. Eastern Time, or as soon thereafter as possible. This acceleration request confirms that Theriva is aware of its responsibilities under federal securities laws related to the issuance of these securities. Leslie Marlow of Blank Rome LLP has been authorized to modify or withdraw this request if necessary.

Form Type: S-1/A

Filing Date: 2025-01-21

Corporate Action: Ipo

Type: New

Accession Number: 000110465925004895

Filing Summary: Theriva Biologics, Inc. is registering for an initial public offering (IPO) of up to 6,756,756 shares of common stock and associated warrants, adopting a strategic focus on oncology. The offer includes common warrants and pre-funded warrants allowing for the purchase of additional shares of common stock, with the total offering potentially reaching 13,513,512 shares underlying the various warrants. The assumed public offering price is $1.48 per share based on prior market activity on January 17, 2025. The company, which has transitioned from its initial focus on gastrointestinal diseases to oncology following the acquisition of VCN Biosciences in March 2022, is currently developing a lead product candidate (VCN-01) for treatment in clinical trials targeting pancreatic cancer and other solid tumors. A.G.P./Alliance Global Partners is the sole placement agent for this offering, which is aimed at raising funds to support the company’s strategic objectives and clinical trials, with closure expected by February 12, 2025. Risks associated with the offering include the potential for insufficient investor interest leading to reduced proceeds and challenges in selling the securities, emphasizing that there is no minimum offering requirement for closing.