Exhibit 99.3
Trevi Therapeutics Announces $11.8 Million Private Placement Priced At-the-Market
Proceeds Will Fund the Development of Haduvio for Severe Chronic Pruritus in Prurigo Nodularis and Chronic Cough in Idiopathic Pulmonary Fibrosis
New Haven, Conn., September 30, 2021 – Trevi Therapeutics, Inc. (Nasdaq: TRVI), a clinical-stage biopharmaceutical company focused on the development and commercialization of an investigational therapy Haduvio™ (nalbuphine ER) to treat serious neurologically mediated conditions, today announced that it has entered into a definitive agreement with a healthcare-focused institutional investor, for the purchase, in a private placement priced at-the-market under Nasdaq rules, of (i) 2,373,201 shares of common stock and accompanying warrants to purchase an aggregate of 4,746,402 shares of common stock, and (ii) pre-funded warrants to purchase up to an aggregate of 4,926,069 shares of common stock and accompanying warrants to purchase an aggregate of 9,852,138 shares of common stock . Each share of common stock and accompanying common stock warrants are being sold together at a combined price of $1.62, and each pre-funded warrant and accompanying common stock warrants are being sold together at a combined price of $1.619, for gross proceeds of approximately $11.8 million. Each pre-funded warrant will have an exercise price of $0.001 per share, will be exercisable immediately and will be exercisable until all of the pre-funded warrants are exercised in full. Of the accompanying common stock warrants, warrants to purchase an aggregate of 7,299,270 shares will expire 3.5 years from the date of issuance and warrants to purchase an aggregate of 7,299,270 shares will expire 7 years from the date of issuance. The accompanying common stock warrants will have an exercise price of $1.37 per share and will be exercisable immediately.
Stifel is acting as lead placement agent for the private placement. Needham is acting as co-placement agent for the private placement.
The gross proceeds to the Company from the private placement, before deducting placement agent fees and other estimated offering expenses payable by the Company, will be approximately $11.8 million. The Company intends to use the net proceeds from the private placement for the development of Haduvio as well as for working capital and other general corporate purposes. The private placement is expected to close on or about October 4, 2021, subject to the satisfaction of customary closing conditions.
The securities to be sold in the private placement have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or applicable state securities laws, and accordingly may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act and such applicable state securities laws. The Company has agreed to file a registration statement with the SEC registering the resale of the shares of common stock issued in the private placement and the shares of common stock issuable upon the exercise of the warrants issued in the private placement (the “Private Placement Securities”).
