GeoVax Labs, Inc. has entered into definitive securities purchase agreements for a public offering expected to generate approximately $3.2 million in gross proceeds. The company will sell approximately 13.2 million units, each consisting of one share of common stock and warrants to purchase additional shares, at $0.245 per unit. Roth Capital Partners is acting as the exclusive placement agent for the offering, which is expected to close on or about December 22, 2025, subject to customary closing conditions. The company intends to use the net proceeds from this offering for working capital and general corporate purposes.
This funding comes at a critical time as GeoVax advances multiple clinical programs, including its lead COVID-19 vaccine candidate GEO-CM04S1, which is currently in three Phase 2 clinical trials. The vaccine is being evaluated as a primary vaccine for immunocompromised patients, a booster for patients with chronic lymphocytic leukemia, and a more robust booster for healthy patients who previously received mRNA vaccines. In oncology, GeoVax's lead clinical program involves Gedeptin®, a novel oncolytic solid tumor gene-directed therapy that recently completed a multicenter Phase 1/2 clinical trial for advanced head and neck cancers. The company is also developing a vaccine targeting Mpox and smallpox and, based on recent EMA regulatory guidance, anticipates progressing directly to a Phase 3 clinical evaluation.
The capital raise reflects the substantial financial requirements of advancing multiple clinical-stage programs simultaneously. Biotechnology companies like GeoVax typically require significant funding to conduct clinical trials, maintain intellectual property portfolios, and scale manufacturing capabilities. The company's strong IP portfolio, holding worldwide rights for its technologies and products, represents valuable assets that require ongoing investment to develop into marketable therapies. For more information about the current status of clinical trials and other updates, visit the company's website at https://www.geovax.com.
The offering is being made pursuant to a registration statement on Form S-1 previously filed with the Securities and Exchange Commission, with electronic copies of the final prospectus supplement available on the SEC's website at http://www.sec.gov. This financing round follows a challenging period for biotechnology funding, where many companies have sought alternative capital sources to advance their pipelines. The structure of the offering, including warrants exercisable at the same price as the offering units, provides additional potential capital if the company's stock performs well over the five-year warrant term. The immediate exercisability of the warrants following issuance could provide additional liquidity if investors choose to exercise their options. The success of this offering will support GeoVax's continued development of vaccines and therapies addressing significant unmet medical needs in both infectious diseases and oncology.
