Revelation Biosciences (REVB) Prices 3.64M Share Offering at $1.10/sh

Revelation Biosciences, Inc. (NASDAQ: REVB) (the “Company” or “Revelation”), a clinical-stage life sciences company that is focused on rebalancing inflammation to optimize health, today announced the pricing of a public offering of 3,640,000 shares of its common stock (or common stock equivalents), together with warrants to purchase up to 14,560,000 shares of its common stock at an offering price to the public of $1.10 per share and associated warrant. The warrants will have an exercise price of $1.10 per share, are exercisable beginning on the effective date of stockholder approval of the issuance of the shares upon exercise of the warrants, and will expire five years following the initial exercise date. The closing of the offering is expected to occur on or about May 29, 2025, subject to the satisfaction of customary closing conditions.

Roth Capital Partners is acting as sole placement agent for the offering.

The gross proceeds to the Company from the offering are expected to be approximately $4 million, before deducting the placement agent’s fees and other offering expenses payable by Revelation. The Company intends to use the net proceeds from this offering to further the development of our product candidates, including (i) the completion of our ongoing Phase 1b clinical study, (ii) the manufacture of clinical drug supply, (iii) additional preclinical work for multiple indications, (iv) continue to develop other products and therapies, and (v) fund working capital and general corporate purposes using any remaining amounts.

The securities described above are being offered pursuant to a registration statement on Form S-1 (File No. 333-287423), as amended, that was declared effective by the U.S. Securities and Exchange Commission (“SEC”), on May 28, 2025. The offering is being made solely by means of a prospectus. Copies of the accompanying prospectus relating to and describing the terms of the offering may be obtained, when available, at the SEC’s website at www.sec.gov or by contacting Roth Capital Partners, LLC, 888 San Clemente Drive, Suite 400, Newport Beach, CA 92660 or by email at [email protected].

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

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