Valion Bio (VIBO) Registration filing summary

Company overview and business model

• Late-stage biopharma focus on Entolimod, a recombinant TLR5 agonist in development for Acute Radiation Syndrome (ARS) and as an oncology adjunct, including neutropenia.

• FY2025 strategy shifted from bioelectronic devices to TLR5 therapeutics; consumer healthtech was exited and prescription bioelectronic development suspended.

• Worldwide exclusive rights to Entolimod and Entolasta support ARS development; an exclusive neutropenia license also covers both candidates.

• Velocity Bioworks, launched in Dec 2025, provides internal manufacturing and validation control and offers biomanufacturing development, analytics and CGMP services to third parties.

Financial performance and metrics

• Net tangible book value deficit was $11.92M, or $71.77/share, at June 30, 2026; assumed full ATM sales yield an adjusted deficit of $7.41M, or $3.40/share.

• At the assumed $2.48/share ATM price and full $5M sale, estimated dilution to new investors is $5.88/share; calculation uses June 30, 2026 book value and excludes potentially dilutive securities.

• Auditor’s report on FY2025 and FY2024 financial statements includes an explanatory paragraph raising substantial doubt about ability to continue as a going concern.

• As of Oct 5, 2026, 1,947,783 common shares were outstanding; 1,288 Series A, 2,827 Series B and 9,215 Series C preferred shares were also outstanding.

Use of proceeds and capital allocation

• ATM net proceeds are intended for working capital and general corporate purposes, including operating expenses, R&D and pending or future acquisitions; allocation remains at management’s discretion.

• Pending deployment, ATM proceeds may be invested in interest-bearing investment-grade securities, certificates of deposit or government securities.

• The broader shelf allows proceeds for general corporate purposes, including R&D, working capital, and acquisitions or investments complementary to existing operations.