---
title: "Oragenics closes public offering of Series H preferred"
url: "https://aibio.space/news/oragenics-closes-public-offering-series-h-preferred-about-16-5-million/"
publisher: "aibio.space (Biotech Investor Relations News)"
date: "2025-07-02"
section: "Financings"
tickers: "AMEX:OGEN"
source: "https://www.sec.gov/Archives/edgar/data/1174940/000164117225017575/form8-k.htm"
summary: "Oragenics closed a registered offering of 660,000 Series H preferred shares and warrants on July 2, 2025, for about $16.5 million gross. The preferred conv"
---

By the aibio.space news desk.

Sources

- [ORAGENICS INC Form 8-K filed July 2, 2025 (SEC EDGAR)](https://www.sec.gov/Archives/edgar/data/1174940/000164117225017575/form8-k.htm)
- [ORAGENICS INC exhibit ex99-1.htm to the July 2, 2025 Form 8-K (SEC EDGAR)](https://www.sec.gov/Archives/edgar/data/1174940/000164117225017575/ex99-1.htm)
- [ORAGENICS INC exhibit ex1-1.htm to the July 2, 2025 Form 8-K (SEC EDGAR)](https://www.sec.gov/Archives/edgar/data/1174940/000164117225017575/ex1-1.htm)
- [ORAGENICS INC Form 10-K filed March 14, 2025: business overview and signatures (SEC EDGAR)](https://www.sec.gov/Archives/edgar/data/1174940/000149315225010389/form10-k.htm)

[OGEN](https://aibio.space/companies/oragenics/)

2025-07-02

# Oragenics closes public offering of Series H preferred with about $16.5 million gross proceeds

Tickers [OGEN](https://aibio.space/companies/oragenics/)

Oragenics closed a registered offering of 660,000 Series H preferred shares and warrants on July 2, 2025, for about $16.5 million gross. The preferred converts at $2.50 a share, the conversion price has no floor, and Dawson James Securities took 7.00% of gross proceeds as placement agent.

## Key facts

- **Company**: Oragenics Inc. (AMEX: OGEN)

- **News type**: Financings

- **Primary source**: [ORAGENICS INC Form 8-K filed July 2, 2025 (SEC EDGAR)](https://www.sec.gov/Archives/edgar/data/1174940/000164117225017575/form8-k.htm)

*Stock prices on an electronic board. CC0, via rawpixel. The picture shows the field, not the companies named.*

Oragenics, Inc. closed a registered public offering of preferred stock and warrants on July 2, 2025. It issued 660,000 shares of Series H Convertible Preferred Stock and warrants to buy 660,000 more preferred shares. The offering produced gross proceeds of about $16.5 million before placement agent fees and other expenses. The company reported the closing in a [Form 8-K filed July 2, 2025](https://www.sec.gov/Archives/edgar/data/1174940/000164117225017575/form8-k.htm).

## Terms of the offering

Dawson James Securities Inc. acted as placement agent on a reasonable best efforts basis. Its placement agency agreement, dated July 1, 2025, says the firm does not commit to buy any securities and acts only as the company's agent. Each unit combined one preferred share with one warrant at a combined public price of $25.00. The warrants are exercisable immediately at $25.00 a share and run five years from closing.

Dawson James receives a cash placement fee of 7.00% of gross proceeds, plus reimbursement of expenses, including legal fees, up to $125,000. The agreement also pays the firm a fee on any financing completed within twelve months from investors it contacted or introduced. The securities were sold under a Form S-1 registration statement, File No. 333-288225, declared effective June 30, 2025. The company also signed a securities purchase agreement with certain institutional investors on July 2, and a warrant agency agreement with Continental Stock Transfer & Trust Company as warrant agent. There is no public market for the preferred stock or the warrants, and the company does not intend to list either.

## What the preferred carries

The preferred converts into common stock at an initial conversion price of $2.50 a share, and is initially convertible into up to 9,570,000 common shares, including dividends. The conversion price has no floor. Holders may convert at any time before the fifth anniversary of closing, and any preferred still outstanding then converts automatically.

Dividends are cumulative at 9% a year of the $25 stated value, payable in common stock until July 2, 2030. A holder who converts early receives a make-whole payment equal to the dividends that would have accrued through that date, also in common stock.

The anti-dilution clause matters most. If Oragenics later issues securities below the conversion price, it must lower the conversion price on unconverted preferred. The company says that would increase the shares issuable and could make it harder to raise equity while the preferred is outstanding. It also says the adjustments may depress its common stock price regardless of business performance. Preferred holders have no voting rights except as required by law.

## Use of proceeds and the price gap

The company expects net proceeds of about $15 million. It plans to use them for its ongoing ONP-2 concussion clinical trials and related research, to repay a $3 million bridge note, and for working capital and general corporate purposes. The 8-K gives no cash balance.

The pricing release of July 1, 2025 had described an offering of up to 800,000 shares and up to $20.00 million gross. The company sold 660,000 shares at closing. The 8-K does not explain the difference.

The company's annual report filed March 14, 2025 lists 21,475,289 common shares outstanding as of March 10, 2025. It gives a market value of about $4,740,189 for non-affiliate shares, based on a last sale price of $1.04 on June 28, 2024. The $2.50 conversion price is above that earlier price, and the $25.00 unit price is far above it.

## Company and contacts

Oragenics describes itself as a development-stage biotechnology company focused on nasal delivery of medications for neurological disorders and infectious diseases. The annual report names ONP-002 as its lead product, acquired from Odyssey Health, Inc. in December 2023, for mild traumatic brain injury, also called concussion. The company is based in Sarasota, Florida, and its listing is on NYSE American under OGEN. Janet Huffman, chief executive officer, is the company contact in the release.

The placement agreement sets the closing deliveries at the Washington offices of ArentFox Schiff LLP. The 8-K names no underwriter, and it names Dawson James only as placement agent. The registration statement also covers up to 19,140,000 common shares, the company's estimate of shares issuable on conversion and as dividends paid in shares.

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## Companies in this story

OGEN

Oragenics Inc.

AMEX · United States

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Source page: https://aibio.space/news/oragenics-closes-public-offering-series-h-preferred-about-16-5-million/. Facts in aibio.space stories are checked against company filings and releases; opinion is labelled. Cite as: aibio.space, "Oragenics closes public offering of Series H preferred", 2025-07-02, https://aibio.space/news/oragenics-closes-public-offering-series-h-preferred-about-16-5-million/
