ABVC BioPharma, Inc. (NASDAQ: ABVC) announced on November 2, 2026, the closing of a private placement of original issue discount senior convertible promissory notes with institutional and other accredited investors, generating aggregate gross proceeds of approximately $3.39 million before placement agent fees and other offering expenses. The notes carry an aggregate principal amount of $4,106,060, a 17.5% original issue discount, and a maturity date of June 30, 2027. The transaction was disclosed in a press release issued through NEWMEDIAWIRE.
The convertible feature of the notes could significantly affect the company’s capital structure. Following the eight-month anniversary of the issuance date, the notes become convertible into shares of ABVC’s common stock at a conversion price equal to 85% of the average of the three volume-weighted average prices for the three trading days immediately prior to the date of conversion, subject to a floor price and adjustments as provided in the notes. This structure means that the ultimate number of shares issued upon conversion will depend on market prices at the time of conversion, potentially leading to dilution for existing shareholders.
ABVC said it expects to use the net proceeds from the offering for general working capital purposes, the funding of its subsidiaries, and to make a $625,000 settlement payment to Lind Global Fund II LP pursuant to a definitive release and settlement agreement. The company stated that the agreed payment is expected to satisfy specified outstanding payment claims and support its ability to pursue broader financing and business development initiatives. The settlement removes a specific financial obligation and may improve the company’s flexibility as it seeks to advance its development programs.
The offering is expected to support ABVC’s broader strategy of advancing its pharmaceutical and medical-device portfolio through strategic licensing, subsidiary development, and independent financing initiatives. ABVC has established dedicated business platforms across its principal development areas, including AiBtl BioPharma Inc. for central nervous system drug programs, OncoX BioPharma for oncology, ForSeeCon Eye for ophthalmic medical-device development and commercialization, and BioKey (Cayman), Inc. for contract pharmaceutical development and manufacturing services as well as an AI Biotechnology Innovation Platform. Through these arrangements, ABVC seeks to advance its development programs while creating opportunities for licensing revenues, milestone payments, future royalties, and equity value.
The company continues to evaluate potential strategic financing and capital-market opportunities for its affiliated businesses as a potential means to support their long-term development and commercialization objectives. WallachBeth Capital, Inc. acted as the placement agent in connection with the offering. Hunter Taubman Fischer & Li LLC acted as legal counsel to the company, and Sichenzia Ross Ference Carmel LLP acted as counsel to the placement agent.
The notes and the shares of common stock issuable upon conversion have not been registered under the Securities Act of 1933, as amended, or any state securities laws, and until so registered may not be offered or sold in the United States or any state absent registration or an applicable exemption from registration requirements. Additional details regarding the notes and the transaction will be available in the company’s Current Report on Form 8-K, which will be filed with the U.S. Securities and Exchange Commission and available at www.sec.gov. The press release stated that it shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
The full announcement is available through the original release at www.newmediawire.com.
