Microba’s $14.5M Raise Could Dilute Shareholders by 26.5% Amid Growth Push
Microba Life Sciences has announced a $14.5 million capital raising, including a $2 million fully underwritten Securities Purchase Plan (SPP) and a $12.5 million Placement, aimed at fast-tracking commercialisation of its microbiome diagnostic tests in Australia and the UK.
- Total capital raise of $14.5 million via Placement and SPP
- SPP allows eligible shareholders to invest up to $30,000 at $0.09 per share
- Free attaching options exercisable at $0.14 offered with every two new shares
- Shareholder approval required at August 8, 2025 General Meeting
- Funds targeted to expand product development, sales, and clinical evidence
Capital Raising Overview
Microba Life Sciences Limited (ASX – MAP), a precision microbiome company, has launched a significant capital raising initiative to the tune of $14.5 million. The raise comprises a $12.5 million Placement and a $2 million Securities Purchase Plan (SPP) offer to eligible shareholders. The SPP is fully underwritten by Morgans Corporate Limited and Canaccord Genuity (Australia) Limited, providing certainty of funds up to the targeted amount.
The Placement is being conducted in two tranches, with the first tranche already completed, issuing over 67 million new shares at $0.09 each. The second tranche, involving approximately 71.7 million shares, along with the issuance of free attaching options, is subject to shareholder approval at the upcoming General Meeting scheduled for August 8, 2025.
SPP Offer Details and Shareholder Opportunity
The SPP offer invites eligible shareholders registered as of June 20, 2025, with addresses in Australia or New Zealand, to subscribe for up to $30,000 worth of new shares at the same issue price as the Placement, $0.09 per share. For every two shares subscribed, shareholders will receive one free attaching option exercisable at $0.14 within two years. This structure offers shareholders a cost-effective way to increase their stake without brokerage fees.
Applications under the SPP will be scaled back on a pro-rata basis if oversubscribed, ensuring equitable allocation relative to existing holdings. The company emphasizes that participation is voluntary and encourages shareholders to seek independent financial advice before applying.
Use of Funds and Strategic Focus
Proceeds from the capital raising will be deployed to accelerate the commercialisation of Microba’s core diagnostic tests, MetaXplore and MetaPanel. Key areas of investment include advancing product development to support broader clinical adoption in Australia and the UK, scaling sales and marketing operations, and developing targeted clinical evidence to underpin the product roadmap.
Additionally, the funds will strengthen working capital and balance sheet flexibility, positioning Microba to navigate the competitive and regulatory landscape effectively. The company projects that, post-raise, it will have sufficient working capital to meet its strategic objectives.
Shareholder Impact and Dilution
Completion of the Placement and SPP will increase the total shares on issue by approximately 161 million, resulting in an estimated dilution of 26.5% for existing shareholders. The new options issued will further increase the total options outstanding, potentially diluting shareholders further upon exercise.
Notably, Sonic Healthcare Limited, a significant shareholder holding over 19% of Microba, will receive a special Sonic Option subject to shareholder approval. This option, if exercised, could increase Sonic’s stake to nearly 31%, subject to regulatory compliance and takeover provisions.
Regulatory and Risk Considerations
The issuance of new shares and options under both the Placement and SPP is conditional on shareholder approval at the General Meeting. The company has disclosed a comprehensive set of risk factors, including regulatory compliance challenges, market acceptance, competition, intellectual property protection, and operational risks associated with scaling its microbiome diagnostic products internationally.
Microba operates in highly regulated jurisdictions and faces risks related to clinical trial outcomes, cybersecurity, supply chain disruptions, and reliance on key personnel. Investors are cautioned that the investment is speculative and subject to market volatility and execution risks.
Next Steps for Investors
Eligible shareholders wishing to participate in the SPP must submit applications and payments by 5 – 00pm AEST on August 6, 2025. The General Meeting on August 8 will determine the approval of the issuance of new securities. The company’s management and board have expressed confidence that the capital raise will enable Microba to accelerate its commercialisation efforts and deliver shareholder value over the medium term.
Bottom Line?
Microba’s $14.5 million capital raise marks a pivotal step in scaling its microbiome diagnostics, but shareholder approval and market reception will be key to its success.
Questions in the middle?
- Will shareholders approve the issuance of new shares and options at the August 8 General Meeting?
- How will Sonic Healthcare’s potential exercise of its options affect control and strategic direction?
- What is the market’s appetite for Microba’s diagnostic tests amid competitive and regulatory challenges?