Theriva Biologics files prospectus for up to $4 million at-the-market offering

Theriva Biologics, Inc. (NYSE American:TOVX), currently trading at $0.45 per share with a market capitalization of $4.5 million, announced Friday it has filed a prospectus supplement with the Securities and Exchange Commission, allowing for the offer and sale of up to $4,019,597 of its common stock through an at-the-market (ATM) equity offering program. According to InvestingPro data, the company has been quickly burning through cash, with negative EBITDA of $26.28 million in the last twelve months.

According to the company’s SEC filing, shares may be sold from time to time through or directly to A.G.P./Alliance Global Partners, which will act as the sales agent under the terms of an amended and restated at market issuance sales agreement. The agreement allows the sales agent to use commercially reasonable efforts to sell shares, but does not obligate it to sell any specific amount. The prospectus supplement was filed in connection with Theriva Biologics’ registration statement on Form S-3, which became effective on September 25, 2024.

Sales under the ATM program will be made by any method permitted that qualifies as an “at the market offering” as defined by SEC rules. The company stated there is no arrangement for funds to be placed in escrow, trust, or a similar arrangement in connection with this offering.

A.G.P./Alliance Global Partners will be entitled to a commission of up to 3.0% of the gross sales price per share sold. The filing notes that the sales agent will be deemed an “underwriter” under the Securities Act, and its compensation will be considered underwriting commissions or discounts. Theriva Biologics has also agreed to provide indemnification and contribution to the sales agent for certain liabilities, including those under the Securities Act.

The validity opinion regarding the shares to be issued was provided by Parsons Behle & Latimer, the company’s special Nevada counsel, and was included as an exhibit to the filing.

The company emphasized that this filing does not constitute an offer to sell or a solicitation to buy any securities in jurisdictions where such actions would be unlawful.

This information is based on a statement in the company’s SEC filing on Friday.

In other recent news, Theriva Biologics announced it has observed unusual trading activity in its common stock. The company stated that after conducting inquiries, it found no undisclosed material developments to explain the market behavior. Theriva Biologics issued this statement in compliance with Section 401(d) of the NYSE Company Guide. The company is a clinical-stage entity focused on developing therapeutics for cancer and related diseases. This announcement comes as Theriva Biologics aims to maintain transparency with its investors. No further details were provided regarding the trading patterns observed. These are the latest developments concerning Theriva Biologics.

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