VivoSim Labs, Inc. (NASDAQ: VIVS) has entered into a securities purchase agreement with a single healthcare-focused institutional investor to raise approximately $4 million in gross proceeds through a private placement, the company announced. The offering includes 4,705,883 shares of common stock, or common stock equivalents, and accompanying warrants, all priced at a combined $0.85 per share. The warrants are exercisable following shareholder approval and expire five years after their initial exercise date, with an exercise price of $0.85 per share. Subject to shareholder approval, the company also agreed to amend certain existing May 2024 warrants by reducing their exercise price from $9.60 to $0.85 per share.
The private placement is expected to close on or about July 17, 2026, subject to customary closing conditions. VivoSim intends to use the net proceeds for working capital and general corporate purposes. The securities were offered in a transaction exempt from the registration requirements of the Securities Act of 1933, and the company has agreed to file a resale registration statement with the U.S. Securities and Exchange Commission covering the shares and warrant shares issued. This capital infusion provides VivoSim with additional financial flexibility as it continues to advance its non-animal testing methodologies.
VivoSim Labs is a pharmaceutical and biotechnology services company focused on testing drugs and drug candidates in three-dimensional human tissue models of the liver and intestine. The company offers partners liver and intestinal toxicology insights using its new approach methodologies (NAM) models. VivoSim anticipates accelerated adoption of human tissue models following the U.S. Food and Drug Administration (FDA) Roadmap to refine animal testing requirements in favor of these non-animal NAM methods. The company operates from San Diego, California. For more information, visit the company's website at https://vivosim.ai/.
The announcement underscores VivoSim's strategy to secure funding while pursuing regulatory and market shifts toward animal-free testing. The private placement, led by a healthcare-focused institutional investor, signals confidence in the company's approach. By lowering the exercise price of existing warrants, VivoSim aims to align incentives and potentially raise additional capital upon exercise. The use of proceeds for working capital will support ongoing operations and research as the company navigates the evolving regulatory landscape. This move is part of a broader trend in the biotech sector where companies are leveraging private placements to bridge funding gaps amid market volatility.


