GeoVax Announces Pricing of $12.8 Million Public Offering; Uplisting to Nasdaq and Reverse Stock Split

GeoVax Labs, Inc. (NasdaqCM: GOVX, GOVXW) (“GeoVax” or the “Company”), a biotechnology company developing human immunotherapies and vaccines against infectious diseases and cancer, today announced the pricing of its underwritten public offering of 2,560,000 units at a price to the public of $5.00 per unit. Each unit issued in the offering consists of one share of common stock (or pre-funded warrant to purchase common stock in lieu thereof) and one warrant to purchase one share of common stock at an exercise price of $5.00. The common stock (or pre-funded warrants to purchase common stock in lieu thereof) and warrants are immediately separable and will be issued separately. The common stock and warrants are expected to begin trading on the Nasdaq Capital Market, on September 25, 2020, under the symbols “GOVX” and “GOVXW,” respectively. GeoVax expects to receive gross proceeds of $12.8 million, before deducting underwriting discounts and commissions and other estimated offering expenses. Concurrent with the offering, the Company will effectuate a reverse split of its issued and outstanding common stock at a ratio of 1-for-20. The reverse stock split is expected to be effective at 12:01 a.m., Eastern Time, on Friday, September 25, 2020. The share numbers and pricing information in this release are adjusted to reflect the impact of the reverse stock split.

GeoVax has granted the underwriters a 45-day option to purchase up to an additional 384,000 shares of common stock, pre-funded warrants and/or warrants at the public offering price to cover over-allotments, if any. The offering is expected to close on September 29, 2020, subject to customary closing conditions.

Maxim Group LLC is acting as sole book-running manager for the offering and Joseph Gunnar & Co., LLC is acting as co-manager for the offering.

The offering is being conducted pursuant to the Company’s registration statement on Form S-1 (File No. 333-239958), as amended, previously filed with and subsequently declared effective by the Securities and Exchange Commission (“SEC”). A final prospectus relating to the offering will be filed with the SEC and will be available on the SEC’s website at Electronic copies of the final prospectus relating to this offering, when available, may be obtained from Maxim Group LLC, 405 Lexington Avenue, 2nd Floor, New York, NY 10174, at (212) 895-3745. 

This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

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