BioAge Labs Announces Closing of Initial Public Offering, Full Exercise of Underwriters’ Option to Purchase Additional Shares and Closing of the Concurrent Private Placement

BioAge Labs, Inc. (“BioAge”) (Nasdaq: BIOA), a clinical-stage biopharmaceutical company developing therapeutic product candidates for metabolic diseases, such as obesity, by targeting the biology of aging, today announced the closing of its upsized initial public offering of 12,650,000 shares of its common stock, which includes the exercise in full by the underwriters of their option to purchase 1,650,000 additional shares, at the initial public offering price of $18.00 per share. All of the shares were offered by BioAge.

In addition to the shares sold in the initial public offering, BioAge today announced the closing on September 27, 2024 of its sale of 588,888 shares of its common stock at the initial public offering price per share in a concurrent private placement to an existing stockholder. The sale of the shares of common stock in the concurrent private placement was not registered under the Securities Act of 1933, as amended.

Goldman Sachs & Co. LLC, Morgan Stanley, Jefferies, and Citigroup acted as joint book-running managers for the offering and as placement agents for the concurrent private placement.

The gross proceeds to BioAge from the initial public offering, including full exercise of the underwriters’ option to purchase additional shares, and the concurrent private placement, before deducting underwriting discounts and commissions, placement agent fees and offering and private placement expenses, were approximately $238.3 million.

Registration statements relating to the securities issued and sold in the initial public offering have been filed with the U.S. Securities and Exchange Commission (SEC) and became effective on September 25, 2024. A prospectus relating to and describing the terms of the initial public offering has been filed with the SEC and is available on the SEC's website at www.sec.gov. The initial public offering was made only by means of a prospectus. Copies of the final prospectus may be obtained from Goldman Sachs & Co. LLC, Attention: Prospectus Department, 200 West Street, New York, NY 10282, by telephone at [phone], or by email at [e-mail]; Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, NY 10014, or by email at [e-mail]; Jefferies LLC, Attention: Equity Syndicate Prospectus Department, 520 Madison Avenue, New York, NY 10022, by telephone at [phone], or by email at [e-mail]; Citigroup, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone at 800-831-9146.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, 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.

About BioAge Labs

BioAge is a clinical-stage biopharmaceutical company developing therapeutic product candidates for metabolic diseases, such as obesity, by targeting the biology of human aging. BioAge’s lead product candidate, azelaprag, is an orally available small molecule agonist of APJ that has been well-tolerated in 265 individuals across eight Phase 1 clinical trials, including a Phase 1b clinical trial where decreased muscle atrophy, preservation of muscle quality and improved metabolism were observed in subjects treated with azelaprag over a 10-day period. In mid-2024, BioAge initiated a Phase 2 trial of azelaprag in combination with tirzepatide for the treatment of obesity in older adults. Azelaprag has potential as an oral regimen to improve weight loss and restore both body composition and muscle function in patients on obesity therapy with incretin drugs. BioAge is also developing orally available small molecule brain penetrant NLRP3 inhibitors for the treatment of diseases driven by neuroinflammation. BioAge’s preclinical programs, based on novel insights from the BioAge’s discovery platform built on human longevity data, also have the potential to address key pathways in metabolic aging.

ContactsPR: Chris Patil, [e-mail] IR: Elena Liapounova, [e-mail] Partnering: [e-mail]