Recent Updates
Recently added Catalysts
NERV Positive Sentiment Score: 75/100

Minerva Neurosciences Announces $20 Million in Private Placement Priced at a Premium to Market

Key Takeaway: Minerva Neurosciences has announced a $20 million private placement with Boehringer Ingelheim and Federated Hermes Kaufmann Funds, pricing the shares at a premium to market at $10 per share. The funds will support the potential U.S. approval, commercialization, and market launch of roluperidone, which is in development for treating negative symptoms of schizophrenia. The transaction is set to close by June 30, 2023, pending customary conditions. Notably, the securities will not be registered under the Securities Act at the time of sale.

Market Sentiment Analysis

POSITIVE FACTORS

  • Minerva has successfully secured a $20 million financing through a private placement.
  • The funding is priced at a premium, indicating investor confidence.
  • The proceeds will support the commercialization of roluperidone, aimed at treating negative symptoms in schizophrenia.

CONCERNS & RISKS

  • The PIPE transaction has not been registered under the Securities Act, which may limit immediate resale options.
  • The closure of the PIPE is contingent upon customary closing conditions, introducing a risk of delays.

Full Press Release Details

Minerva Neurosciences Announces $20 Million in Private Placement Priced at a Premium to Market
BURLINGTON, Mass., June 28, 2023 (GLOBE NEWSWIRE) Minerva Neurosciences, Inc. (Nasdaq: NERV), a clinical-stage
biopharmaceutical company focused on the development of therapies to treat central nervous system disorders, today announced that it has agreed to sell an aggregate of 1,425,000 shares of its common stock at a purchase price of $10 per share and pre-funded warrants to purchase an aggregate of 575,575 shares of its common stock at a purchase price of $9.99 per pre-funded warrant, to Boehringer Ingelheim, a global
biopharmaceutical company with a growing mental health pipeline that includes schizophrenia, and Federated Hermes Kaufmann Funds in a private investment in public equity (the PIPE ) financing. Minerva expects that the gross proceeds from
the PIPE will be approximately $20 million, before deducting PIPE-related expenses payable by Minerva. Minerva intends to use the net proceeds from the PIPE to support potential regulatory approval in the U.S., commercialization activities and
market launch of roluperidone, which is being developed for the treatment of negative symptoms in schizophrenia.
The PIPE is expected to close on or about
June 30, 2023, subject to the satisfaction of customary closing conditions. Under the terms of the PIPE, Boehringer Ingelheim will have the right to designate one individual to attend all meetings of Minerva s board of directors or any
committee thereof in a non-voting, observer capacity.
The securities to be sold in the PIPE are being offered in
a transaction not involving a public offering and have not been registered under the Securities Act of 1933, as amended (the Act ), and may not be offered or sold in the United States except pursuant to an effective registration statement
or an applicable exemption from the Act. The Company has agreed to file a resale registration statement with the U.S. Securities and Exchange Commission (SEC) for purposes of registering the resale of the common stock to be issued in the PIPE,
including the shares of common stock underlying the pre-funded warrants.
This press release shall not constitute
an offer to sell or a solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or
qualification under the securities laws of any such state or other jurisdiction.
About Minerva Neurosciences
Minerva Neurosciences, Inc. (Nasdaq: NERV) is a clinical-stage biopharmaceutical company focused on developing product candidates to treat central nervous
system (CNS) diseases. Minerva s goal is to transform the lives of patients with improved therapeutic options. Minerva s portfolio of compounds includes roluperidone (MIN-101), for negative symptoms
of schizophrenia, and MIN-301, for Parkinson s disease.
Forward-Looking Safe Harbor Statement
This press release contains forward-looking statements which are subject to the safe harbor provisions of the Private Securities Litigation Reform Act of
1995, as amended. Forward-looking statements are statements that are not historical facts, reflect management s expectations as of the date of this press release, and involve certain risks and uncertainties. Forward-looking statements include,
but are not limited to, statements herein with respect to the regulatory progress of roluperidone and the timing, use of proceeds and closing of the PIPE. These forward-looking statements are based on our current expectations and may differ
materially from actual results due to a variety of factors including, without limitation, the risk that the conditions to the closing of the proposed PIPE are not satisfied; whether the FDA may meet expected review timelines for Minerva s NDA;
whether roluperidone will be successfully marketed if approved; management s ability to successfully achieve its goals; Minerva s ability to raise additional capital to fund its operations and corporate objectives on terms acceptable to
Minerva; general economic conditions; and other factors that are described under the caption Risk Factors in Minerva s filings with the Securities and Exchange Commission, including its Annual Report on Form 10-K for the year ended December 31, 2022, filed with the Securities and Exchange Commission on March 8, 2023, as updated by its Quarterly Report on Form
10-Q for the quarter ended March 31, 2023. Copies of reports filed with the SEC are posted on Minerva s website at http://ir.minervaneurosciences.com/. The forward-looking statements
in this press release are based on information available to Minerva as of the date hereof, and Minerva disclaims any obligation to update any forward-looking statements, except as required by law.
Chief Financial Officer
Minerva Neurosciences, Inc.
Shik Communications LLC

Frequently Asked Questions

What is the amount raised in Minerva's private placement?

Minerva announced a $20 million private placement.

Who participated in Minerva's PIPE financing?

Boehringer Ingelheim and Federated Hermes Kaufmann Funds participated.

What will Minerva use the PIPE proceeds for?

The funds will support regulatory approval and commercialization of roluperidone.

When is the PIPE expected to close?

The PIPE is expected to close on or about June 30, 2023.

What is roluperidone being developed for?

Roluperidone targets negative symptoms in schizophrenia.

Last updated: Jun 28, 2023