PharmaCyte Biotech Strengthens Financial Position with $7 Million Private Placement Led by Existing Investors
Financing provides strategic capital infusion to support corporate initiatives, enhance balance sheet, and advance long-term value creation plans
PharmaCyte Biotech, Inc. (Nasdaq: PMCB) (“PharmaCyte” or the “Company”), a biotechnology company focused on developing advanced cell therapies and strategic innovations to address unmet medical needs, today announced that it has entered into a securities purchase agreement with its existing investor base for a financing of $7.0 million. The investment, which demonstrates continued shareholder confidence, involves the sale of 7,000 shares of newly designated Series C Convertible Preferred Stock (the “preferred stock”), with a stated value of $1,000 per share, in addition to the issuance of unregistered common stock purchase warrants to acquire up to an aggregate of 7,000,000 shares of PharmaCyte’s common stock in a private placement.
The financing, which is expected to close on or about August 19, 2025, remains subject to the satisfaction of customary closing conditions. GP Nurmenkari Inc. is serving as the sole placement agent for this transaction.
Strategic Significance of the Financing
In a statement accompanying the announcement, Josh Silverman, Interim Chief Executive Officer of PharmaCyte, emphasized the importance of the transaction both in terms of its financial and strategic implications:
“This financing, priced at a premium to our current market price and led by our existing investors, reflects strong confidence in PharmaCyte’s future,” said Silverman. “It meaningfully strengthens our balance sheet, positions us to enhance shareholder value, and enables us to continue pursuing strategic alternatives that we believe can maximize long-term returns for our stockholders.”
The structure of the financing is designed to give PharmaCyte both immediate access to capital and flexibility in the future. By working with existing investors, the Company not only reinforces shareholder alignment but also underscores the long-term commitment of its investor base to PharmaCyte’s evolving strategy.
Details of the Securities Offering
Under the terms of the agreement:
- Preferred Stock: PharmaCyte will issue 7,000 shares of its Series C Convertible Preferred Stock, each with a stated value of $1,000. These shares are convertible into an aggregate of 7,000,000 shares of common stock. The preferred stock carries a conversion price of $1.00 per share of common stock and accrues a 7.0% quarterly dividend, payable in cash.
- Common Stock Warrants: In addition, investors will receive warrants to purchase up to 7,000,000 shares of common stock. These warrants, which are exercisable immediately upon issuance, have a five-year term and an exercise price of $1.00 per share.
This financing approach balances dilution risk with the need for capital, allowing PharmaCyte to reinforce its financial position while also incentivizing long-term participation from investors through warrants.
Legal and Regulatory Framework
The securities issued in this private placement are being offered in reliance on exemptions under the Securities Act of 1933, as amended (the “Securities Act”). Specifically:
- The securities were issued in transactions exempt from registration under Section 4(a)(2) of the Securities Act and Rule 506 of Regulation D.
- Similar exemptions under applicable state securities laws were also utilized.
- As such, the securities issued, including shares issuable upon conversion of preferred stock or exercise of warrants, cannot be offered or sold in the U.S. without registration or an applicable exemption.
To provide investors with eventual liquidity, PharmaCyte has agreed to file a registration statement with the U.S. Securities and Exchange Commission (SEC) covering the resale of common shares issuable upon conversion of preferred stock and exercise of warrants.
Strengthening the Balance Sheet and Strategic Alternatives
For PharmaCyte, this financing is not just about raising cash—it is about setting the stage for future growth. The Company has been actively evaluating strategic alternatives to unlock shareholder value. Such alternatives could include:
- Expanding into new therapeutic areas where cell-based therapies or platform technologies could be applied.
- Pursuing partnerships, licensing agreements, or joint ventures with other biotechnology or pharmaceutical companies.
- Considering accretive acquisitions that complement PharmaCyte’s existing expertise and strengthen its market position.
- Continuing to refine its intellectual property portfolio to maintain a competitive edge.
By enhancing its cash reserves, PharmaCyte will be better positioned to pursue these opportunities while also maintaining operational flexibility in an uncertain financial and regulatory environment.
Investor Confidence and Market Impact
The fact that this financing round was led by existing investors sends an important signal to the market. For many small- to mid-cap biotechnology firms, raising capital can often be a challenge, particularly in periods of market volatility. Investor participation at a premium to current market price reflects both confidence in PharmaCyte’s leadership team and a belief in the Company’s ability to deliver long-term value.
Furthermore, the inclusion of warrants allows investors to increase their exposure to PharmaCyte’s stock if the Company performs well, while simultaneously giving PharmaCyte access to potential future capital without needing to return to the market immediately.
Industry and Competitive Landscape
PharmaCyte operates in a highly competitive biotechnology landscape characterized by rapid innovation, ongoing regulatory challenges, and an increasing demand for transformative therapies. Over the past decade, the biotech sector has experienced periods of both capital abundance and capital scarcity, driven by global economic conditions, investor sentiment, and the success (or failure) of leading-edge therapies.
For companies like PharmaCyte, maintaining access to capital markets is critical. Many biotechnology companies are pre-revenue or operate with minimal revenues, relying on external financing to advance their research and development (R&D) initiatives.
PharmaCyte’s financing strategy—leveraging private placements and working closely with trusted investor partners—reflects a pragmatic approach to capital formation that allows the Company to remain nimble while avoiding potentially unfavorable terms often encountered in turbulent markets.
Broader Financial Context
The biotechnology sector has seen a wave of financing activity in 2025, as companies seek to secure capital to weather economic uncertainty while also advancing promising pipelines. Private placements, convertible preferred shares, and structured warrants have become common financing tools, especially for companies aiming to limit upfront dilution while still offering investors upside potential.
PharmaCyte’s $7 million raise, while modest compared to billion-dollar deals among larger peers, represents a meaningful infusion of capital relative to its size and market capitalization. For shareholders, the transaction provides reassurance that the Company is equipped with resources to pursue strategic initiatives without immediate liquidity concerns.
Compliance, Governance, and Risk Considerations
PharmaCyte reaffirmed that this press release does not constitute an offer to sell or solicit an offer to buy securities in any jurisdiction where such actions would be unlawful. Instead, the financing complies strictly with applicable securities laws.
The Company also included a Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995, warning that forward-looking statements—such as expectations about completing the private placement or deploying proceeds—are subject to risks and uncertainties. These include, but are not limited to:
- The possibility that closing conditions for the financing may not be satisfied.
- Risks related to capital deployment and the success of strategic alternatives.
- Potential volatility in biotech markets that could impact PharmaCyte’s ability to raise additional funds in the future.
- Broader industry risks including regulatory changes, competition, and scientific setbacks.
Investors were reminded that these risks are outlined in detail in the Company’s periodic SEC filings, including Forms 10-K and 10-Q.
As PharmaCyte prepares to close this financing round, management remains focused on building a long-term strategy that combines financial prudence with innovation. The additional $7 million will allow the Company to:
- Advance corporate strategy – Including ongoing reviews of partnership opportunities and potential acquisitions.
- Support operational needs – Ensuring sufficient runway to meet obligations and continue evaluating pipeline directions.
- Enhance shareholder value – By demonstrating financial discipline, investor alignment, and clear pathways to long-term growth.
While interim CEO Josh Silverman has been candid about the challenges facing small-cap biotechnology firms, his leadership in securing this financing signals a proactive approach to ensuring PharmaCyte remains positioned for growth and resilience.
PharmaCyte Biotech’s announcement of a $7 million financing round led by existing investors marks an important step in the Company’s ongoing journey. Beyond strengthening the balance sheet, this financing reaffirms investor confidence, provides critical flexibility, and positions PharmaCyte to explore strategic alternatives that could deliver long-term shareholder value.
By leveraging a financing structure that balances capital needs with investor alignment, PharmaCyte demonstrates its commitment to both financial responsibility and innovative growth. As the Company moves forward, its ability to execute on strategic opportunities will be closely watched by shareholders and the broader biotech investment community.
Safe Harbor
This press release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that express the current beliefs and expectations of PharmaCyte’s management and Board of Directors. Any statements contained in this press release which do not describe historical facts are forward-looking statements subject to risks and uncertainties that could cause actual results, performance, and achievements to differ materially from those discussed in such forward-looking statements.
These statements include, without limitation, PharmaCyte’s ability to satisfy closing conditions with respect to the private placement, the completion of the private placement, and the anticipated use of proceeds with respect to the private placement. Factors that could affect our actual results are included in the periodic reports on Form 10-K and Form 10-Q that we file with the U.S. Securities and Exchange Commission. These forward-looking statements are made only as of the date hereof, and we undertake no obligation to update or revise the forward-looking statements, except as otherwise required by law, whether as a result of new information, future events, or otherwise.
