--- title: "vTv Therapeutics agrees to private placement of about $80 million" url: "https://aibio.space/news/vtv-therapeutics-agrees-private-placement-about-80-million/" publisher: "aibio.space (Biotech Investor Relations News)" date: "2025-09-02" section: "Financings" tickers: "NASDAQ:VTVT" source: "https://www.sec.gov/Archives/edgar/data/1641489/000119312525193486/d52598d8k.htm" summary: "vTv Therapeutics agreed on August 29, 2025 to sell 5,243,732 units for expected gross proceeds of about $80 million before offering expenses. Each unit car" --- By the aibio.space news desk. Sources - [vTv Therapeutics Inc. 8-K (2025-09-02)](https://www.sec.gov/Archives/edgar/data/1641489/000119312525193486/d52598d8k.htm) - [vTv Therapeutics Inc. 10-K (2025-03-20): business](https://www.sec.gov/Archives/edgar/data/1641489/000164148925000014/vtvt-20241231.htm) [VTVT](https://aibio.space/companies/vtv-therapeutics/) 2025-09-02 # vTv Therapeutics agrees to private placement of about $80 million Tickers [VTVT](https://aibio.space/companies/vtv-therapeutics/) vTv Therapeutics agreed on August 29, 2025 to sell 5,243,732 units for expected gross proceeds of about $80 million before offering expenses. Each unit carries a warrant exercisable at $22.71, and the placement was expected to close initially on September 3, 2025. ## Key facts - **Company**: vTv Therapeutics Inc. (NASDAQ: VTVT) - **News type**: Financings - **Primary source**: [vTv Therapeutics Inc. 8-K (2025-09-02)](https://www.sec.gov/Archives/edgar/data/1641489/000119312525193486/d52598d8k.htm) *Planning on a whiteboard. Photo: Startup Stock Photos, CC0, via StockSnap. The picture shows the field, not the companies named.* vTv Therapeutics Inc., a Delaware company listed on the Nasdaq Capital Market as VTVT, entered into a securities purchase agreement on August 29, 2025 for a private placement. The company's Form 8-K, filed on September 2, 2025, says it will sell 5,243,732 units. It expects gross proceeds of approximately $80 million before offering expenses. Each unit includes either one share of Class A common stock or a pre-funded warrant for one share, plus a warrant to buy one more share. Units with a share were sold at $15.265, and units with a pre-funded warrant at $15.255. Pre-funded warrants are exercisable for $0.01 and do not expire. ## The warrants The common warrants are exercisable at $22.71 per share, or at $22.70 for a pre-funded warrant, at any time after issue. They expire on the earlier of the fifth anniversary of issuance and 90 days after the company announces positive top-line data from its ongoing CATT1 clinical trial. That second date ties the warrants' life to the outcome of the company's ongoing CATT1 trial. A holder cannot exercise any part of its warrants if it would own more than 4.99% or 9.99% of the common stock afterward, as applicable. A holder can raise that limit with 61 days' notice, but never above 19.99%. The warrant strike of $22.71 is well above the $15.265 unit price. Holders would gain from exercising the warrants only if the share price rises above that level. ## Registration and penalties Under the registration rights agreement, vTv must file a resale registration statement within 30 days of closing. If it misses that requirement, buyers are entitled to liquidated damages, capped at 3.0% of the price each buyer paid. The 8-K also says the company must use commercially reasonable efforts to have the statement declared effective no later than 60 days after closing, or 90 days if the SEC reviews it, and to keep it effective afterward. The company pays the registration expenses other than selling commissions or underwriter discounts. ## Who arranged it The 8-K names no placement agent, no financial advisor and no counsel for the placement. It describes the purchase agreement and the warrants, and it gives the closing timetable, but it does not name the institutions that agreed to buy. ## The business behind the placement The company's annual report for 2024, filed on March 20, 2025, describes vTv as a clinical-stage biopharmaceutical company developing orally administered treatments for metabolic and inflammatory diseases. Its lead product candidate is cadisegliatin, an oral, liver-selective glucokinase activator that the company is developing as an adjunct to insulin for type 1 diabetes. The annual report says the FDA placed a clinical hold on the cadisegliatin program in July 2024, after a radiochromatographic signal in an ADME study could not be characterized at the time. The company says the FDA lifted that hold on March 14, 2025, and that it planned to resume the CATT1 Phase 3 trial in the second quarter of 2025. The CATT1 trial is planned to randomize 150 patients with type 1 diabetes across two cadisegliatin doses and placebo. The annual report also describes a Phase 2 trial in the Middle East with partner G42 Investments AI Holding RSC Ltd. in patients with type 2 diabetes, which is to randomize 450 patients and which the company expected to begin in 2025. The 2024 report also refers to a February 2024 private placement with gross proceeds of approximately $51.0 million, which gave investors the right to buy up to an additional $30.0 million of Class A common stock on or before August 27, 2025, a date before this agreement. ## What the filing leaves out The 8-K gives no cash balance at the quarter end and no runway, so readers cannot judge from this filing how long the $80 million would last against the cost of the CATT1 trial and the Phase 2 study. [Report an error](https://aibio.space/reputation/#correction) ## Companies in this story VTVT vTv Therapeutics Inc. 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Cite as: aibio.space, "vTv Therapeutics agrees to private placement of about $80 million", 2025-09-02, https://aibio.space/news/vtv-therapeutics-agrees-private-placement-about-80-million/