aibioiBio sells 240,807 shares to officers and directors in $655,000 private placement
Tickers IBIO
iBio sold 240,807 common shares at $2.72 each to its directors and officers, for about $655,000 in gross proceeds, and the placement closed on January 10, 2025. The company says the price was at-the-market.
Key facts
- Company
- iBio, Inc. (NASDAQ: IBIO)
- News type
- Financings
- Primary source
- iBio, Inc. Form 8-K filed January 13, 2025 (SEC EDGAR)
iBio, Inc. (NYSE American: IBIO) closed a private placement of common stock with members of its Board of Directors and its officers on January 10, 2025, the date the agreement was signed. The company received gross proceeds of approximately $655,000 before estimated offering expenses. It disclosed the deal in a Form 8-K filed January 13, 2025. The company says it will use the net proceeds for working capital.
The price and the buyers
Under a securities purchase agreement dated January 10, 2025, iBio agreed to issue 240,807 shares of common stock, par value $0.001 per share, to its officers and directors. The price was $2.72 per share. The 8-K says that was the last reported closing price on the day the agreement was executed, and that the closing price was greater than the book value of the common stock that day.
The filing describes the placement as priced at-the-market, consistent with the rules of NYSE American LLC. The buyers are insiders, and the filing does not name each of them or say how many shares each bought.
The 8-K gives no cash balance. For scale, iBio's annual report for the year ended June 30, 2024 lists a private investment in public equity with gross proceeds of approximately $15.0 million, before placement agent fees and offering expenses.
How the shares were sold
iBio relied on the exemption under Regulation D under the Securities Act of 1933 and on corresponding state "blue sky" provisions. The purchase agreement cites Section 4(a)(2) of the Securities Act and Rule 506 of Regulation D. The sale did not involve a public offering and was made without general solicitation or general advertising. Each investor represented that it is an accredited investor under Rule 501(a) of Regulation D. The shares are not registered under the Securities Act or any state securities law. The purchase agreement contains customary representations, warranties and covenants from the company, customary closing conditions, termination provisions, and indemnification obligations of the company, including for liabilities under the Securities Act.
The purchase agreement names Blank Rome LLP as company counsel and Continental Stock Transfer & Trust Company as transfer agent. The 8-K does not name an underwriter or placement agent. The company agreed to pay estimated offering expenses. The filing does not name a financial advisor for the placement.
What iBio says about the pipeline
In a press release dated January 13, 2025, iBio said the placement with members of its Board of Directors and officers totaled over $650,000. Martin Brenner, Ph.D., DVM, chief executive officer and chief scientific officer, said the investments underscore the board's confidence in a strategy to advance the company as a clinical-stage biotech focused on therapeutics for cardiometabolic diseases, obesity and other diseases.
The release says iBio is building a pipeline of antibody treatments designed to reduce obesity while preserving muscle mass, promoting muscle growth and preventing weight regain. It says the candidates are engineered for high developability and an extended half-life that could allow reduced dosing compared with current obesity therapies. It credits a machine-learning-based drug discovery platform with driving their development.
The release cites no clinical trial data and gives no trial, timetable or regulatory milestone. The annual report shows how early the work is: positive pre-clinical in vivo data for three immuno-oncology candidates, anti-EGFRvIII, CCR8 and a bispecific TROP-2 x CD3, that were advancing to clinical candidate selection, and an anti-myostatin project started as the first obesity program under its collaboration with AstralBio, Inc. It also records the sale of the company's PD-1 agonist assets to Otsuka Pharmaceutical Co., Ltd. for $1.0 million upfront and up to $52.5 million in milestones.
Who signed
Chief Legal Officer Marc A. Banjak signed the 8-K for iBio on January 13, 2025.