BioVaxys and Horizon Technology Finance Corp Execute Amendment to Asset Purchase Agreement ("APA")

Executive Summary

• BioVaxys Technology Corp. and Horizon Technology Finance Corp. executed a supplemental amendment to their February 11, 2024 Asset Purchase Agreement (APA) governing the acquisition of IMV Inc.’s DPX™ platform assets.
• The amendment lowers the required aggregate capital‑raise milestone from the original USD $10 million to USD $1,785,625, with the new deadline of September 30, 2026, after which Section 12 terminates.
• This reduction materially eases BioVaxys’s financing burden and improves the likelihood of meeting the APA conditions, representing a positive material development for the company.

Key Details

• Amendment Date: September 25, 2025 (supersedes prior amendments dated May 29, 2025).
• Original Milestone (APA Section 12): Raise USD $10 million by December 31, 2024.
• First Amendment (December 9, 2024 & May 28, 2025): Extended deadline to June 30, 2025; reduced required amount to USD $2,028,636.
• Current Amendment (September 25, 2025): Further reduces the required capital‑raise amount to USD $1,785,625.
• New Deadline: If BioVaxys meets the USD $1,785,625 milestone by September 30, 2026, Section 12 of the APA will terminate and have no further effect.
• Scope of Capital Raise: Includes any form of financing—equity, grants, licensing fees, or loans.
• Impact: The lowered milestone reduces immediate financing pressure on BioVaxys, potentially preserving cash for ongoing clinical development of its DPX™‑based immunotherapies.

Notable Quotes

• “The amendment reflects a mutually agreeable adjustment that aligns the capital‑raise expectations with our current operational realities and supports continued progress on our innovative immunotherapy programs,” – James Passin, Chief Executive Officer, BioVaxys Technology Corp.