On March 30, 2022 Aravive, Inc. (Nasdaq: ARAV), a late clinical-stage oncology company developing targeted therapeutics to treat metastatic disease, reported that it has entered into definitive agreements with a single healthcare-focused institutional investor and Eshelman Ventures, LLC for the issuance and sale of an aggregate of 4,850,241 shares of its common stock (or common stock equivalents in lieu thereof) and warrants to purchase up to an aggregate of 4,850,241 shares of common stock in a registered direct offering priced at-the-market under Nasdaq rules (Press release, Aravive, MAR 30, 2022, View Source [SID1234611196]). The purchase price per share and accompanying warrant is $2.005 for the institutional investor and $2.325 for Eshelman Ventures, LLC.

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H.C. Wainwright & Co. is acting as the exclusive placement agent for the offering.

The warrants to be issued to the institutional investor will be immediately exercisable, will expire five years following the issuance date and will have an exercise price of $1.88 per share. The warrants to be issued to Eshelman Ventures, LLC will be exercisable upon the approval by the stockholders of the Company of previously issued securities, will expire five years following the issuance date and will have an exercise price of $2.20 per share.

The Company’s Executive Chairman, Fredric N. Eshelman, Pharm.D., is the founder of Eshelman Ventures, LLC.

The closing of the offering is expected to occur on or about March 31, 2022, subject to the satisfaction of customary closing conditions. The gross proceeds from the offering are expected to be approximately $10 million. The Company intends to use the net proceeds from the offering to continue clinical development of batiraxcept in platinum resistant ovarian cancer and clear cell renal cell carcinoma, and for general corporate purposes.

The offering of the securities described above is being made only by means of a prospectus supplement and accompanying base prospectus. The Company has filed a shelf registration on Form S-3 (File No. 333-248612) (including a base prospectus) with the U.S. Securities and Exchange Commission ("SEC"), which was declared effective on November 20, 2020. A final prospectus supplement and accompanying base prospectus relating to the offering will be filed with the SEC and will be available on the SEC’s website, located at www.sec.gov. Electronic copies of the prospectus supplement and the accompanying base prospectus for the offering may also be obtained, when available, by contacting H.C. Wainwright & Co., LLC, at 430 Park Ave., 3rd Floor, New York, New York 10022, by telephone at (212) 856-5711, or by email at [email protected].

This press release does not constitute an offer to sell or a solicitation of an offer to buy the securities in this offering, 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