Ovid Therapeutics Announces Pricing of $60 Million Private Placement
- Proceeds expected to support expansion of next-generation GABA-aminotransferase inhibitor, OV329, into tuberous sclerosis complex and infantile spasms
- Financing led by Point72 with participation from additional investors including Adage Capital Management, ADAR1 Capital Management, Affinity Asset Advisors, LLC, Ally Bridge Group, Balyasny Asset Management, Coastlands Capital, Eventide Asset Management, Janus Henderson Investors and RA Capital Management
NEW YORK, March 18, 2026 (GLOBE NEWSWIRE) -- Ovid Therapeutics Inc. (NASDAQ:OVID), a biopharmaceutical company developing small molecule medicines for brain disorders with significant unmet need, today announced that it has entered into a securities purchase agreement for a private investment in public equity ("PIPE") financing that is expected to result in gross proceeds of $60.0 million to the Company, before placement agent fees and offering expenses. The PIPE financing is expected to close on or about March 19, 2026, subject to satisfaction of customary closing conditions.
The PIPE financing is being led by Point72 with participation from existing investors, including Adage Capital Management, ADAR1 Capital Management, Affinity Asset Advisors, LLC, Ally Bridge Group, Balyasny Asset Management, Coastlands Capital, Eventide Asset Management, Janus Henderson Investors and RA Capital Management.
Pursuant to the terms of the securities purchase agreement, the Company is selling an aggregate of 19,154,321 shares of its common stock at a purchase price of $2.01 per share and, in lieu of common stock, pre-funded warrants to purchase up to 10,701,710 shares of common stock, at a purchase price $2.009 for each pre-funded warrant. The pre-funded warrants will have an exercise price of $0.001 per share and will be immediately exercisable.
The Company intends to use the net proceeds from the PIPE financing, together with the Company's existing cash, cash equivalents and marketable securities, to provide financing to support the expansion of the development of OV329 into additional indications, including tuberous sclerosis complex and infantile spasms, as well as for general research and development expenses.
Leerink Partners is acting as lead placement agent for the PIPE financing. Oppenheimer & Co. and LifeSci Capital are acting as co-placement agents for the PIPE financing.
The offer and sale of the foregoing securities are being made in a transaction not involving a public offering and the securities have not been registered under the Securities Act of 1933, as amended (the "Securities Act"), and may not be reoffered or resold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act. Concurrently with the execution of the securities purchase agreement, Ovid and the investors entered into a registration rights agreement pursuant to which the Company has agreed to file a registration statement with the Securities and Exchange Commission (the "SEC") registering the resale of the shares of common stock and/or the shares of common stock issuable upon exercise of each of the pre-funded warrants, in each case sold in the PIPE financing.
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 Ovid Therapeutics
Ovid Therapeutics Inc. is a New York-based biopharmaceutical company dedicated to developing small molecule medicines for brain disorders with significant unmet need. Ovid is advancing a pipeline of novel targeted small molecule candidates that modulate the intrinsic and extrinsic factors involved in neuronal hyperexcitability causative of multiple neurological and neuropsychiatric disorders. Ovid is developing: OV329, a next-generation GABA-aminotransferase inhibitor, as a potential therapy for treatment-resistant focal onset seizures (FOS) and developmental and epileptic encephalopathies (DEEs), including tuberous sclerosis complex (TSC) and infantile spasms (IS); and OV4071 and others within a library of compounds that directly activate the KCC2 transporter, for multiple CNS disorders.
Forward-Looking Statements
This press release includes certain disclosures by Ovid that contain "forward-looking statements" including, without limitation: statements regarding the expected timing and completion of the PIPE financing, the intended use of the proceeds from the PIPE financing, including for the development of OV329 in additional indications including tuberous sclerosis complex and infantile spasms and other statements that are not historical fact. You can identify forward-looking statements because they contain words such as "anticipates," "believes," "expects," "intends," "may," "plan," "potentially," and "will," and similar expressions (as well as other words or expressions referencing future events, conditions or circumstances). Forward-looking statements are based on Ovid's current expectations and assumptions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that may differ materially from those contemplated by the forward-looking statements, which are neither statements of historical fact nor guarantees or assurances of future performance. Important factors that could cause actual results to differ materially from those in the forward-looking statements include, without limitation, uncertainties inherent in the preclinical and clinical development and regulatory approval processes, risks related to Ovid's ability to achieve its financial objectives, the risk that Ovid may not be able to realize the intended benefits of its business strategy, and the holders of the warrants issued in the October 2025 private placement may choose not to exercise the warrants prior to their expiration and the price targets that would permit Ovid to require certain of the warrants to be exercised may not be achieved. Additional risks that could cause actual results to differ materially from those in the forward-looking statements are set forth under the caption "Risk Factors" in Ovid's most recently filed Annual Report on Form 10-K and Quarterly Report on Form 10-Q filed with the SEC, and in subsequent and future filings Ovid makes with the SEC. Any forward-looking statements contained in this press release speak only as of the date hereof, and Ovid assumes no obligation to update any forward-looking statements contained herein, whether because of any new information, future events, changed circumstances or otherwise, except as otherwise required by law.
Contact
Investor Relations & Media
Victoria Fort
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202.361.0445
