On June 21, 2023, BioCardia, Inc. (the “Company”) entered into a securities purchase agreement (the “Purchase Agreement”) with certain existing investors and other institutional investors, as well as certain directors and officers of the Company (the “Purchasers”), pursuant to which the Company agreed to sell and issue to the Purchasers an aggregate of 1,133,141 shares (the “Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), in a registered direct offering (the “Offering”) at an offering price of $2.336 per share. Certain of the Company’s directors and executive officers agreed to purchase an aggregate of 203,337 shares of Common Stock in the Offering. The Offering is expected to close on or about June 23, 2023, subject to satisfaction of customary closing conditions.

The gross proceeds of the Offering will be approximately $2.6 million, before deducting placement agent fees and expenses, and offering expenses payable by the Company. The Company intends to use the net proceeds from the Offering for working capital and other general corporate purposes.

The Shares are being offered pursuant to the Company’s effective registration statement on Form S-3 and accompanying base prospectus (File No. 333-249426), previously filed with and declared effective by the Securities and Exchange Commission.

Titan Partners Group LLC, a division of American Capital Partners, LLC (the “Placement Agent”) acted as the exclusive placement agent for the Offering. We have agreed to pay the Placement Agent a placement agent fee in an amount equal to seven percent 7% of the aggregate gross proceeds in the Offering other than to certain insiders and other identified investors, for which there will be no cash fee with respect to the gross proceeds received by the Company from such persons, and to reimburse up to $45,000 of the Placement Agent’s out-of-pocket legal expenses.

The Purchase Agreement contains customary representations, warranties and agreements by the Company, conditions to closing, indemnification obligations of the Company and the Purchasers, other obligations of the parties and termination provisions. The representations, warranties and covenants contained in the Purchase Agreement were made only for purposes of such agreement and as of specific dates, were solely for the benefit of the parties to such agreement, and may be subject to limitations agreed upon by the contracting parties.

The foregoing description of the Purchase Agreement is not complete and is qualified in its entirety by reference to the full text of the form of Purchase Agreement, a copy of which is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.

Link to Form 8-K: https://www.sec.gov/ix?doc=/Archives/edgar/data/925741/000143774923018015/bcda20230621_8k.htm