Biovie Inc SEC Filings

BioVie Inc. completed a registered offering that generated approximately $10.4 million in net proceeds. The company sold 5,620,000 Units and 380,000 Pre-Funded Units, with each Unit containing one share of common stock and one warrant. Units were sold at $2.00 each and Pre-Funded Units at $1.999 each (reflecting a nominal $0.0001 exercise price for the Pre-Funded Warrants).

The Warrants began trading on The Nasdaq Capital Market under the symbol BIVIW on August 8, 2025; each Warrant is immediately exercisable for one share at an exercise price of $2.50 and expires five years from issuance. The Underwriter, ThinkEquity LLC, exercised part of its over-allotment and purchased 667,300 Warrants for nominal additional proceeds; it received 300,000 Underwriter's Warrants exercisable at $2.50 and containing registration and anti-dilution rights. The offering closed August 11, 2025, proceeds are for working capital and general corporate purposes, and the Company and its officers and directors agreed to a three-month lock-up.

BioVie Inc. is offering 5,620,000 Units at $2.00 each and 380,000 Pre‑funded Units, with gross offering proceeds of $11,999,962 and estimated proceeds to the company of $11,159,964.70 before expenses. Each Unit includes one share of Class A Common Stock and one Warrant exercisable at $2.50 for five years; Pre‑funded Warrants are exercisable at $0.0001. The underwriters have a 45‑day 15% over‑allotment option and a 7.0% underwriting discount.

The company is a clinical‑stage biopharmaceutical developer advancing bezisterim (NE3107) for Alzheimer’s disease, Parkinson’s disease and long COVID and BIV201 (continuous infusion terlipressin) for ascites. A Phase 3 AD trial experienced protocol and cGCP deviations at 15 sites, leaving 81 patients in the modified intent‑to‑treat population and 57 in the per‑protocol set; those sites were referred to FDA OSI and the trial is underpowered for primary endpoints. BioVie received a $13.1 million DOD grant for long COVID research and has commenced related trials.

Material risks disclosed include no approved products or revenues, substantial doubt about going concern, pending consolidated securities class action litigation that survived a motion to dismiss, and potential dilution from this offering and outstanding instruments. Common Stock trades on Nasdaq under BIVI; last reported price cited was $2.91 on August 7, 2025. Use of proceeds is for working capital and general corporate purposes.

On June 26, 2025, BioVie Inc. filed a Form 8-K announcing that its Board of Directors approved a one-for-ten (1:10) reverse stock split of the Company’s Class A common stock, as previously authorized by shareholders at the June 23, 2025 special meeting. The reverse split will become effective at 12:01 a.m. Eastern Time on July 7, 2025. Each block of ten issued and outstanding shares will automatically be reclassified into one share, with the $0.0001 par value unchanged.

The total number of authorized shares of common stock remains the same. All outstanding stock options, restricted stock units, and warrants will be adjusted proportionally: the number of underlying shares will be divided by ten and the corresponding exercise prices increased by the same factor. No fractional shares will be issued; shareholders otherwise entitled to a fraction will receive one whole post-split share.

West Coast Stock Transfer, Inc. will act as exchange agent, and shareholders holding shares in book-entry or “street name” are not required to take any action. Trading will continue on the Nasdaq Capital Market under the symbol “BIVI” on a split-adjusted basis beginning July 7, 2025. The Company’s common stock will adopt a new CUSIP number: 09074F504.

This event is reported under Item 3.03, constituting a material modification to the rights of security holders.