--- title: "Processa Pharmaceuticals sells 5,467,181 shares in $1.3 million private" url: "https://aibio.space/news/processa-pharmaceuticals-sells-5-467-181-shares-1-3-million-private/" publisher: "aibio.space (Biotech Investor Relations News)" date: "2025-08-07" section: "Financings" tickers: "NASDAQ:PCSA" source: "https://www.sec.gov/Archives/edgar/data/1533743/000149315225011680/form8-k.htm" summary: "Processa says the private placement closed August 6, 2025, with LifeSci Capital LLC as exclusive placement agent. The company also says it is evaluating co" --- By the aibio.space news desk. Sources - [Processa Pharmaceuticals, Inc. Form 8-K filed August 7, 2025 (SEC EDGAR)](https://www.sec.gov/Archives/edgar/data/1533743/000149315225011680/form8-k.htm) - [Processa Pharmaceuticals, Inc. exhibit ex99-1.htm to the August 7, 2025 Form 8-K (SEC EDGAR)](https://www.sec.gov/Archives/edgar/data/1533743/000149315225011680/ex99-1.htm) - [Processa Pharmaceuticals, Inc. exhibit ex10-1.htm to the August 7, 2025 Form 8-K (SEC EDGAR)](https://www.sec.gov/Archives/edgar/data/1533743/000149315225011680/ex10-1.htm) - [Processa Pharmaceuticals, Inc. Form 10-K filed March 20, 2025: business overview and signatures (SEC EDGAR)](https://www.sec.gov/Archives/edgar/data/1533743/000164117225000070/form10-k.htm) [PCSA](https://aibio.space/companies/processa-pharmaceuticals/) 2025-08-07 # Processa Pharmaceuticals sells 5,467,181 shares in $1.3 million private placement at $0.23 Tickers [PCSA](https://aibio.space/companies/processa-pharmaceuticals/) Processa says the private placement closed August 6, 2025, with LifeSci Capital LLC as exclusive placement agent. The company also says it is evaluating corporate cryptocurrency treasury strategies. ## Key facts - **Company**: Processa Pharmaceuticals, Inc. (NASDAQ: PCSA) - **News type**: Financings - **Primary source**: [Processa Pharmaceuticals, Inc. Form 8-K filed August 7, 2025 (SEC EDGAR)](https://www.sec.gov/Archives/edgar/data/1533743/000149315225011680/form8-k.htm) *The lower Manhattan skyline. CC0, via rawpixel. The picture shows the field, not the companies named.* Processa Pharmaceuticals, Inc. (Nasdaq: [PCSA](https://aibio.space/companies/processa-pharmaceuticals/)) sold 5,467,181 restricted shares of common stock at $0.23 per share in a private placement with one accredited investor. The [Form 8-K](https://www.sec.gov/Archives/edgar/data/1533743/000149315225011680/form8-k.htm) puts gross proceeds at approximately $1.3 million, before placement agent fees and other offering expenses. The company entered into the securities purchase agreement on August 4, 2025, and the offering closed on August 6, 2025. In the same filing, Processa said it is evaluating corporate cryptocurrency treasury strategies. ## The terms of the private placement A private placement is a sale of shares directly to selected investors instead of to the public. Processa says it intends to use the net cash proceeds for general corporate purposes. The shares are restricted, which means they were not registered for public resale. The company relied on the exemption in Section 4(a)(2) of the Securities Act of 1933 and Rule 506 of Regulation D. The purchaser represented that it is an accredited investor under Rule 501(a) of Regulation D and was buying for investment only. The filing says the securities were offered without any general solicitation. The form of [Securities Purchase Agreement](https://www.sec.gov/Archives/edgar/data/1533743/000149315225011680/ex10-1.htm) filed as Exhibit 10.1 sets a per share purchase price of $0.23, subject to adjustment for reverse and forward stock splits, stock dividends and similar events after the agreement date. Section 2.1 says the purchasers agree to buy up to an aggregate of $1,257,452 of shares. The agreement names Foley & Lardner LLP as company counsel and Continental Stock Transfer & Trust Company, LLC as the transfer agent. ## The placement agent LifeSci Capital LLC acted as Processa's exclusive placement agent. Processa agreed to pay it a cash fee equal to 7.0% of the gross proceeds raised. It also agreed to reimburse the agent for reasonable out-of-pocket expenses, plus a maximum of $150,000 in legal expenses. ## The cryptocurrency treasury plan Item 1.01 says that "In connection with this investment, we are evaluating corporate cryptocurrency treasury strategies as part of our broader financial and growth objectives." The [press release](https://www.sec.gov/Archives/edgar/data/1533743/000149315225011680/ex99-1.htm) issued August 7, 2025 is titled "Processa Pharmaceuticals Secures Strategic Investment and Evaluates Corporate Crypto Treasury Strategies." In the release, the company says it believes engagement with emerging financial technologies, including select cryptocurrencies with potential yield-generating capabilities, may offer new ways to diversify its capital base and improve financial flexibility. It says this approach could allow it to reduce dilution for existing shareholders and access additional sources of capital. The company also says it remains committed to compliance with all applicable regulatory standards. Processa says it has engaged LifeSci Capital, LLC in an advisory capacity in connection with implementing its cryptocurrency treasury strategy. Chief Executive Officer George Ng said the company continues to deliver on its operational commitments while exploring innovative financial strategies. ## About Processa Processa describes itself as a clinical-stage biopharmaceutical company developing Next Generation Cancer (NGC) therapies. In its annual report on [Form 10-K](https://www.sec.gov/Archives/edgar/data/1533743/000164117225000070/form10-k.htm) filed March 20, 2025, it said its pipeline held NGC small molecules, two of which are in, or have completed, Phase 2 trials, and one of which is in pre-clinical development. The company says its NGC drugs are modifications of existing FDA-approved oncology therapies that alter how the drugs are metabolized or distributed. The press release adds that Processa is actively pursuing strategic partnerships for non-oncology assets. The 10-K was signed by George Ng, Chief Executive Officer, and Russell Skibsted, Chief Financial Officer. Mr. Ng also signed the 8-K. The press release lists Dave Gentry of RedChip Companies, Inc. as the investor relations contact. [Report an error](https://aibio.space/reputation/#correction) ## Companies in this story PCSA Processa Pharmaceuticals, Inc. 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Cite as: aibio.space, "Processa Pharmaceuticals sells 5,467,181 shares in $1.3 million private", 2025-08-07, https://aibio.space/news/processa-pharmaceuticals-sells-5-467-181-shares-1-3-million-private/