aibioAddex amends H.C. Wainwright ATM deal for up to $3,300,000 of ADSs
Tickers ADXN
Addex Therapeutics amended its at-the-market agreement with H.C. Wainwright and filed a prospectus supplement for up to $3,300,000 of ADSs. The company reported CHF 2.2 million of cash at September 30, 2025 and says it covers expenses through mid-June 2026.
Key facts
- Company
- Addex Therapeutics Ltd (SIX: ADXN)
- News type
- Financings
- Primary source
- Addex Therapeutics Ltd 424B5 (2025-12-10)
The amendment
Addex Therapeutics Ltd entered into Amendment No. 1 to its At The Market Offering Agreement with H.C. Wainwright & Co., LLC on December 10, 2025. The original agreement is dated January 30, 2024. The same day, the company filed a prospectus supplement covering American depositary shares (ADSs) with a maximum aggregate offering price of up to $3,300,000. It sits under a base prospectus dated December 5, 2025, filed under registration statement 333-291644 on Form F-3, which registers up to $150.0 million of primary securities.
Tim Dyer, the chief executive officer, signed the 6-K that reports the amendment. Homburger AG, the company's Swiss counsel, gave a legal opinion on the underlying shares. The documents name no other bank or adviser.
The terms
Each ADS represents 120 ordinary shares. H.C. Wainwright acts as sales agent and uses commercially reasonable efforts to sell ADSs on the company's instructions. It is entitled to a commission of 3.0% of the gross sales price and will be deemed an underwriter under the Securities Act, with the company agreeing to indemnify it. The company is not obligated to make any sales, and either side may suspend or terminate the offering on notice. The offering ends when ADSs worth $3,300,000 have been sold or the agreement is terminated.
On December 9, 2025, the last reported sale price was $7.35 per ADS on Nasdaq. The supplement's share count assumes $8.53, the December 4 price. At that price it shows up to 194,264,057 shares outstanding after the offering, including 46,424,280 shares represented by 386,869 ADSs. Before the offering, 147,839,777 ordinary shares were outstanding at November 30, 2025, and 58,134,720 warrants remained to be exercised.
The market value limit
The supplement gives the company's non-affiliate market value as $9.95 million, based on 125,588,452 shares and a closing price of CHF 0.063 on SIX on November 13, 2025. Under the registration statement the company may not sell securities in a primary offering worth more than one-third of its public float in any 12-calendar-month period, unless the float reaches $75.0 million or more. It also has a separate sale agency agreement with Kepler Cheuvreux to sell treasury shares on SIX, which has produced gross proceeds of CHF 3.29 million since August 24, 2020.
Cash and losses
The supplement states cash and cash equivalents of CHF 2.2 million at September 30, 2025, and says that cash is sufficient to fund operating expenses through mid-June 2026. It says accumulated losses were CHF 358.3 million from inception to September 30, 2025, and that the company incurred a net loss of CHF 4.9 million in the nine months. It will need significant additional capital, and further equity issues would dilute existing shareholders.
The 20-F for 2024 reports revenue of CHF 404,102, down from CHF 1.6 million in 2023, and research and development expense of CHF 854,305. Net income was CHF 7.1 million for 2024 after a net loss of CHF 10.6 million in 2023. The supplement attributes the 2024 profit to reduced operating losses and the April 2, 2024 sale of part of its business to Neurosterix, which paid CHF 5.0 million in cash and gave Addex a 20% indirect equity interest. Cash used in operations was CHF 5.4 million in 2024, against CHF 8.0 million in 2023.
All Addex employees except the Head of Finance moved to Neurosterix in that sale, and some former staff still work for Addex under a service agreement at zero cost.
The pipeline
Addex calls itself a clinical-stage company. Its lead compound, dipraglurant, is an mGlu5 negative allosteric modulator under evaluation for post-stroke and traumatic brain injury recovery; in April 2025 it signed an option and collaboration agreement with Sinntaxis AB on that use. Its second compound, ADX71149, was dropped by Janssen after a Phase 2 epilepsy study did not reach statistical significance on its primary endpoint, and Janssen returned the program in April 2025. Indivior has completed IND-enabling studies on a GABAB compound for substance use disorders, and Addex runs its own GABAB program for chronic cough, which is still preclinical. Proceeds are to advance these programs and for general corporate purposes.