Virax Biolabs Group closes exercise of preferred investment options

Virax Biolabs Group Limited closed its previously announced exercise of certain outstanding preferred investment options to purchase up to an aggregate of 548,000 ordinary shares of the Company, par value $0.025 originally issued in October 2023 (as amended in December 2025) and in December 2025 having an original exercise price of $10.00 per share, at a reduced exercise price of $6.00 per share. The resale of the Ordinary Shares issuable upon exercise of the warrants are registered pursuant to effective registration statements on Form F-3 (Nos. 333-292241 and 333-275893). The gross proceeds to the Company from the exercise of the preferred investment options were approximately $3.3 million, prior to deducting placement agent fees and estimated offering expenses.

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

In consideration for the immediate exercise of the preferred investment options for cash, the Company issued new unregistered Series A Ordinary Share Preferred Investment Options (the “Series A Preferred Investment Option”) to purchase up to an aggregate of 548,000 Ordinary Shares and new short-term unregistered Series B Ordinary Share Preferred Investment Options (the “Series B Preferred Investment Option,” together with the Series A Preferred Investment Option, the “New Warrants”) to purchase up to an aggregate of 1,096,000 Ordinary Shares. The New Warrants have an exercise price of $6.00 per Ordinary Share. The Series A Preferred Investment Options are exercisable on or after the date of the approval by the shareholders of the Company of the increase in authorized Ordinary Shares of the Company (the “Authorized Share Increase”) and expire five years following the later of the effective date of the resale registration statement registering the Ordinary Shares issuable upon exercise of the New Warrants (the “Effective Date”) and the Authorized Share Increase, and the short-term Series B Preferred Investment Options are exercisable on or after the date of the Authorized Share Increase and expire eighteen months following the later of the Effective Date and the Authorized Share Increase.

The Company intends to use the net proceeds from the offering as working capital for general corporate purposes.

The New Warrants described above were offered in a private placement pursuant to an applicable exemption from the registration requirements of the Securities Act of 1933, as amended (the “1933 Act”) and, along with the Ordinary Shares issuable upon their exercise, have not been registered under the 1933 Act, and may not be offered or sold in the United States absent registration with the Securities and Exchange Commission (“SEC”) or an applicable exemption from such registration requirements. The Company has agreed to file a registration statement with the SEC covering the resale of the Ordinary Shares issuable upon exercise of the New Warrants.

This press release does 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 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.
MB Bureau