TNF Pharmaceuticals raises $7 million in private placement at premium

NEW YORK - TNF Pharmaceuticals, Inc. (NASDAQ:TNFA), a micro-cap pharmaceutical company currently valued at $6.14 million with shares trading at $3.48, has closed a $7 million private placement financing of convertible preferred stock, the company announced Thursday. According to InvestingPro analysis, TNFA holds more cash than debt on its balance sheet, though the company’s overall financial health score is rated as weak.

The financing was led by the company’s largest strategic stockholder with participation from other existing stockholders. The private placement involved the sale of 7,000 shares of preferred stock at a stated value of $1,000 per share. The timing is notable as TNFA’s stock has experienced significant volatility, with InvestingPro data showing the shares are trading near their 52-week low of $3.29, down nearly 97% year-to-date.

The preferred stock is convertible into 1.4 million shares of common stock at an initial conversion price of $5.00 per share, representing a 44% premium to the market. The financing also includes accompanying warrants to purchase up to 1.4 million shares of common stock at the same conversion price.

Both the preferred shares and warrants will not be convertible or exercisable until the company receives stockholder approval.

"We appreciate the vote of confidence in TNF’s value proposition and execution of our newest strategies," said Joshua Silverman, TNF’s Executive Chairman, in the press release. With a current price-to-book ratio of 1.2x and 13 additional key insights available on InvestingPro, investors can access comprehensive analysis to evaluate the company’s turnaround potential.

The company plans to use the new capital to complete key development milestones for its recently licensed technology, described as a light-based computing accelerator for blockchain. This funding comes at a crucial time, as InvestingPro data reveals the company reported negative free cash flow of $9.26 million in the last twelve months.

Mitchell Glass, Chief Medical Officer, stated that the company is "actively engaging strategic opportunities" to continue development of its pharmaceutical candidates isomyosamine and Supera-CBD.

As of September 3, 2025, TNF reported 1,846,930 shares of common stock outstanding.

Rodman & Renshaw, LLC, H.C. Wainwright & Co., and GP Nurmenkari Inc. acted as placement agents for the transaction.

The securities were offered in transactions exempt from registration requirements under Section 4(a)(2) of the Securities Act and Rule 506 of Regulation D, according to the company’s statement.

In other recent news, TNF Pharmaceuticals has announced a significant development by securing exclusive global rights to a cutting-edge technology in the cryptocurrency sector. The company has entered into a licensing agreement with LightSolver Ltd. for its laser-based processing unit (LPU) technology. This technology is designed to perform compute-intensive calculations much faster than conventional GPUs and high-performance computing systems. TNF Pharmaceuticals plans to change its name to reflect this new business direction, indicating a strategic shift in focus. This agreement marks a notable advancement for the company as it seeks to leverage innovative solutions in the rapidly evolving cryptocurrency space. These recent developments highlight TNF Pharmaceuticals’ commitment to expanding its technological capabilities and adapting to emerging market trends.

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