VivoSim Labs, Inc. (NASDAQ:VIVS), (the "Company" or "VivoSim"), a provider of next-generation New Approach Methodologies (NAMs) for preclinical safety, today announced the pricing of up to a $4 million best-efforts public offering, with $3 million funded at an initial closing of the offering (the "Initial Closing") and another $1 million to be funded on the 30th day following the date of the Initial Closing, subject to the satisfaction of certain conditions (the "Second Closing"). The Initial Closing of the offering is expected to occur on, April 1, 2026, subject to the satisfaction of customary closing conditions.

The Initial Closing of the public offering consists of the issuance and sale of $3 million in common stock (or pre-funded warrants in lieu of common stock), at a subscription price of $1.140 per share, and $1.139 per prefunded warrant), representing 286,557 common shares and 2,345,022 pre-funded warrants. Additionally, the Company will issue 3,947,369 common warrants to purchase up to 150% of the aggregate number of shares of common stock (or pre-funded warrants) sold at the Initial Closing. Such common warrants will have an exercise price of $1.710 per share, will be immediately exercisable, and will expire five years from their date of issuance. The prefunded warrants will have an exercise price of $0.001 per prefunded warrant share, will be immediately exercisable, and will expire when exercised in full. The Second Closing will consist of the issuance and sale of an additional $1 million in common stock (or pre-funded warrant in lieu of common stock) and common warrants to purchase up to 150% of the aggregate number of shares of common stock (or pre-funded warrants) sold at the Second Closing. The Second Closing is subject to the satisfaction of certain conditions, including conditions related to minimum closing price and average trading volume. The subscription of the offering is led by a New York-based single family office.

Joseph Gunnar & Co., LLC is serving as the exclusive placement agent in connection with the offering.