Navidea Biopharmaceuticals Announces Stock Purchase Agreement; Other Business Updates

"Our familys continued investment in Navidea reflects our ongoing confidence in the technology and the current management of the company, stated John K. Scott, Jr.

Information


Navidea Biopharmaceuticals, Inc. (NYSE American: NAVB) (“Navidea” or the
“Company”), a company focused on the development of precision
immunodiagnostic agents and immunotherapeutics, today announced
execution of a Stock Purchase Agreement (the “Purchase Agreement”) with
an existing investor, John K. Scott, Jr. (the “Investor”), pursuant to
which the Company will issue to the Investor in a private placement (the
“Private Placement”) up to $3.0 million in shares (the “Securities”) of
the Company’s common stock, par value $0.001 per share (the “Common
Stock”).

Stock Purchase Agreement

The Private Placement will occur in multiple tranches. The initial
closing occurred on March 22, 2019 (the “Initial Closing Date”), at
which the Investor purchased $50,000 worth of Securities at a per share
price of $0.14, which was the closing price of a share of Common Stock
reported on the NYSE American market for the business day immediately
before the Initial Closing Date. From time to time, on such date or
dates to be determined by the Company and the Investor, which date will
not be later than June 15, 2019 (each a “Subsequent Closing Date”), the
Investor agrees to purchase such amount of Securities agreed upon by the
Company and the Investor, at a per share price to be determined in good
faith by the Company and the Investor which price may be less than the
greater of book or market value of one share of Common Stock within the
meaning of the NYSE American standards, provided that the total amount
of Securities sold at any Subsequent Closing shall not exceed (i) $3.0
million worth of the Securities less the aggregate purchase price paid
by the Investor to the Company for any Securities purchased at any prior
Closing, (ii) the number of shares that may be issued without violating
the rules and regulations of the NYSE American, and (iii) the amount of
shares that would result in the beneficial ownership in the Company by
the Investor and his affiliates being equal to or less than 33.0% of the
then issued and outstanding shares of Common Stock.

The Securities are subject to a 180-day lock-up and there are no
registration rights. The Company plans to use the proceeds from the
Private Placement for general working capital purposes, including,
without limitation, research and development, and other operating
expenses.

"Our family’s continued investment in Navidea reflects our ongoing
confidence in the technology and the current management of the company,”
stated John K. Scott, Jr.

This press release shall not constitute an offer to sell or the
solicitation of an offer to buy securities, nor shall there be any sale
of these securities in any state or other 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.

Compliance with NYSE American Continued Listing Standards

As previously reported, the Company received a notification from the
NYSE American LLC (the “NYSE American”) stating that Navidea was not in
compliance with certain provisions of the NYSE American continued
listing standards, including Section 1003(f)(v), which relates to the
selling price per share of the Company’s securities. The NYSE American
staff initially granted Navidea a plan period through February 14, 2019
to regain compliance with Section 1003(f)(v) by effecting a reverse
stock split or otherwise demonstrating sustained price improvement. In
August 2018, Navidea’s stockholders voted to approve a potential
amendment to the Company’s amended and restated certificate of
incorporation to effect a reverse split of the Company’s common stock,
as determined by the Board of Directors at its discretion, of a ratio of
not less than one-for-five and not more than one-for-twenty. On January
28, 2019, the NYSE American granted the Company an extension until March
31, 2019 to regain compliance with Section 1003(f)(v) of the NYSE
American’s continued listing standards. The Company is currently in
discussions with the NYSE American regarding the timing of a potential
reverse stock split later than March 31, 2019.

Receipt of Audit Opinion with Going Concern Qualification

As previously disclosed in its Annual Report on Form 10-K for the fiscal
year ended December 31, 2018, which was filed with the Securities and
Exchange Commission on March 15, 2019, the Company’s audited financial
statements contained a going concern explanatory paragraph in the audit
opinion from its independent registered public accounting firm. This
announcement is pursuant to NYSE American Company Guide Sections 401(h)
and 610(b), and does not represent any change or amendment to the
Company’s financial statements or to its Annual Report on Form 10-K for
the fiscal year ended December 31, 2018.

About Navidea

Navidea Biopharmaceuticals, Inc. (NYSE American: NAVB) is a
biopharmaceutical company focused on the development of precision
immunodiagnostic agents and immunotherapeutics. Navidea is developing
multiple precision-targeted products based on its Manocept™ platform to
enhance patient care by identifying the sites and pathways of disease
and enable better diagnostic accuracy, clinical decision-making, and
targeted treatment. Navidea’s Manocept platform is predicated on the
ability to specifically target the CD206 mannose receptor expressed on
activated macrophages. The Manocept platform serves as the molecular
backbone of Tc99m tilmanocept, the first product developed and
commercialized by Navidea based on the platform. The development
activities of the Manocept immunotherapeutic platform are being
conducted by Navidea in conjunction with its subsidiary, Macrophage
Therapeutics, Inc. Navidea’s strategy is to deliver superior growth and
shareholder return by bringing to market novel products and advancing
the Company’s pipeline through global partnering and commercialization
efforts.

For more information, please visit www.navidea.com.

Forward-Looking Statements

This release and any oral statements made with respect to the
information contained in this release contains forward-looking
statements within the meaning of Section 27A of the Securities Act of
1933, as amended, and Section 21E of the Securities Exchange Act of
1934, as amended. We have based these forward-looking statements largely
on our current expectations and projections about future events and
financial trends affecting the financial condition of our business.
These forward-looking statements are subject to a number of risks,
uncertainties and assumptions, including, among other things: any future
actions by Platinum-Montaur; general economic and business conditions,
both nationally and in our markets; our history of losses and
uncertainty of future profitability; the final outcome of any pending
litigation; our ability to successfully complete research and further
development of our drug candidates; the timing, cost and uncertainty of
obtaining regulatory approvals of our drug candidates; our ability to
successfully commercialize our drug candidates; our expectations and
estimates concerning future financial performance, financing plans and
the impact of competition; our ability to raise capital sufficient to
fund our development and commercialization programs; our ability to
implement our growth strategy; anticipated trends in our business;
advances in technologies; our ability to comply with the NYSE American
continued listing standards; our ability to maintain effective internal
control over financial reporting; and other risk factors detailed in our
most recent Annual Report on Form 10-K and other SEC filings. You are
urged to carefully review and consider the disclosures found in our SEC
filings, which are available at www.sec.gov or
at http://ir.navidea.com.

Investors are urged to consider statements that include the words
“will,” “may,” “could,” “should,” “plan,” “continue,” “designed,”
“goal,” “forecast,” “future,” “believe,” “intend,” “expect,”
“anticipate,” “estimate,” “project,” and similar expressions, as well as
the negatives of those words or other comparable words, to be uncertain
forward-looking statements.

You are cautioned not to place undue reliance on any forward-looking
statements, any of which could turn out to be incorrect. We undertake no
obligation to update publicly or revise any forward-looking statements,
whether as a result of new information, future events or otherwise after
the date of this report. In light of these risks and uncertainties, the
forward-looking events and circumstances discussed in this report may
not occur and actual results could differ materially from those
anticipated or implied in the forward-looking statements.