Reviva Pharmaceuticals Holdings, Inc. furnished a Current Report on Form 8-K stating it issued a press release on August 14, 2025 that discloses financial information and operating metrics for the fiscal quarter ended June 30, 2025 and discusses business outlook. The filing indicates the press release is attached as Exhibit 99.1 and is incorporated by reference into the report. The company also states the information is being furnished to the SEC and expressly is not being "filed" for purposes of Exchange Act Section 18, limiting the legal liabilities associated with formal filed disclosures.
Reviva Pharmaceuticals Holdings, Inc. Schedule 13G/A discloses that Tang-related reporting persons jointly beneficially own 3,399,975 shares of the issuer's common stock, representing 4.8% of the class on a basis that includes those shares as currently issuable upon exercise of warrants. All reported shares are currently issuable upon exercise of warrants described in the issuer's prospectus; the filing specifies that Tang Capital Partners, LP holds 4,533,300 Investor Warrants exercisable for 0.75 of a share each and subject to ownership limits that cap post-exercise ownership at 9.99% (with a potential increase to up to 19.99% after notice). The reporting persons indicate shared voting and dispositive power over the reported shares and state the position is not held to change or influence control of the issuer.
Highbridge Capital Management, LLC reports beneficial ownership of warrants convertible into 8,000,000 shares of Reviva Pharmaceuticals Holdings, Inc. common stock, representing 9.9% of the class after giving effect to an offering described in the issuer's June 26, 2025 prospectus supplement and subject to a contractual 9.9% blocker. The filing clarifies the 8,000,000 figure reflects full exercise of the reported warrants but notes Highbridge cannot exercise warrants to the extent doing so would exceed the 9.9% ownership limit, so the actual exercisable shares are limited by that blocker. The reporting person is an investment adviser filing on behalf of Highbridge funds and discloses that one fund, Highbridge Tactical Credit Master Fund, L.P., holds more than 5% of the class.
Reviva Pharmaceuticals (RVPH) is reported to have 3,571,603 shares beneficially owned by CVI Investments, Inc. and Heights Capital Management, Inc., representing 4.9% of the outstanding common stock based on the prospectus supplement count of 68,003,613 shares. The reported holdings consist of shares issuable upon exercise of warrants, and the warrants are not exercisable to the extent that exercise would cause beneficial ownership to exceed 4.99%.
Heights Capital Management serves as the investment manager to CVI Investments and may exercise voting and dispositive power over the shares reported; both Reporting Persons disclaim beneficial ownership except for pecuniary interest.
Reviva Pharmaceuticals (Nasdaq: RVPH) entered into a $10 million registered public offering of 20 million common shares paired with 20 million five-year Series C warrants and 20 million one-year Series D warrants, all priced at $0.50 per unit.
Net proceeds of roughly $9 million will fund R&D, working capital and general corporate purposes. The warrants are immediately exercisable at $0.50, include 4.99%/9.99% ownership caps and Black-Scholes cash-out rights on fundamental transactions. Closing is expected 27 Jun 2025, subject to customary conditions, and the company agreed to 60-day lock-up on most new issuances and a 12-month restriction on variable-rate financings.
- Placement Agent: A.G.P./Alliance Global Partners—7% cash fee on most proceeds.
- Registration: effective S-3 (No. 333-276848), prospectus supplement filed.
- Use of proceeds focused on pipeline advancement.
Reviva Pharmaceuticals has announced a public offering of 20,000,000 shares of common stock at $0.50 per share, along with Series C and Series D Common Warrants. The total offering value is $10 million, with expected net proceeds of $9.3 million before expenses.
Key offering details:
- Each share comes with two warrants: one Series C warrant (5-year term) and one Series D warrant (12-month term)
- Both warrant series have an exercise price of $0.50 per share
- A.G.P./Alliance Global Partners serving as sole Placement Agent, receiving 7% fee (3.5% for certain investors)
- No minimum offering requirement or escrow arrangement
- Expected closing date: June 27, 2025
The offering represents a significant discount to the last reported share price of $0.8049 on Nasdaq (RVPH). The company notes it is a "smaller reporting company" and warns investors of potential risks, including limited warrant liquidity as no trading market exists or is planned for the warrants.
Reviva Pharmaceuticals Holdings has announced a new securities offering including shares of common stock, Series C and D Common Warrants, and Pre-Funded Warrants. The offering includes:
- Common stock (at $0.8049 per share last trading price) with accompanying warrants
- Series C Common Warrants with 5-year expiration and immediate exercisability
- Series D Common Warrants with 12-month expiration and immediate exercisability
- Pre-Funded Warrants for investors who would exceed 4.99% (or 9.99%) ownership
Key Details: A.G.P./Alliance Global Partners is serving as sole Placement Agent, receiving a 7% fee (3.5% for certain investors). The offering has no minimum requirement and will terminate by June 2025 unless completed sooner. Trading under symbol RVPH on Nasdaq Capital Market, the company qualifies as a "smaller reporting company." Proceeds will be immediately available for company use, though total offering amount remains undetermined.