FibroBiologics, Inc. completed a registered direct offering of 3,540,000 shares of common stock and pre‑funded warrants to an existing shareholder. The offering was priced at‑the‑market under Nasdaq rules and is expected to close on or about November 19 2025, generating gross proceeds of approximately $4 million before offering expenses. The pre‑funded warrants allow the holder to purchase 8,570,203 shares at $0.3303 per share, while a concurrent private placement of unregistered warrants—up to 12,110,203 shares at the same exercise price—provides the company with additional upside if exercised, subject to stockholder approval.
The net proceeds will be directed toward general corporate purposes, including the satisfaction of debt that has contributed to the company’s liquidity concerns and its “going‑concern” warning. By reducing debt, the company aims to meet Nasdaq’s minimum bid price and market‑value of listed securities requirements, thereby mitigating the risk of delisting and preserving its public listing status.
The transaction was paid in gold coins, an unusual method that the company plans to liquidate into U.S. dollars. This detail underscores the company’s willingness to explore unconventional financing structures to secure capital in a challenging market environment.
FibroBiologics is a clinical‑stage biotechnology firm focused on fibroblast‑derived therapeutics for chronic diseases. Its pipeline includes Phase 1/2 trials for diabetic foot ulcers and potential IND submissions for psoriasis and multiple sclerosis. The company holds a portfolio of patents and previously raised $5 million in June 2025 through a Standby Equity Purchase Agreement with Yorkville Advisors, demonstrating a history of capital raising to support its research and development agenda.
The company’s Nasdaq compliance issues stem from failing to meet the minimum bid price and market‑value thresholds, leading to delisting notices. The $4 million raise is a critical step to address these compliance gaps, but the issuance of new shares and warrants introduces dilution risk that investors are monitoring closely. The company’s cash balance of $4.90 million and a net loss of $15.40 million for the nine months ended September 30 2025 highlight the ongoing financial pressure that the financing seeks to alleviate.
CEO Pete O’Heeron expressed gratitude for the shareholder’s support, stating, “Their commitment gives us the flexibility to strengthen our capital structure and stay focused on building the future. This kind of long‑term alignment allows us to move faster, innovate more aggressively, and fully pursue the opportunities in our pipeline.” The statement signals management’s confidence that the capital infusion will enable continued progress in its clinical programs while addressing immediate liquidity and regulatory compliance needs.
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