--- title: "Compass Pathways prices about $150 million offering of ADSs" url: "https://aibio.space/news/compass-pathways-prices-about-150-million-offering-adss-warrants/" publisher: "aibio.space (Biotech Investor Relations News)" date: "2025-01-10" section: "Financings" tickers: "NASDAQ:CMPS" source: "https://www.sec.gov/Archives/edgar/data/1816590/000162828025001142/cmps-prospectussupplement.htm" summary: "Each ADS sells for $4.275 with a warrant to buy another at $5.796. Full cash exercise of the warrants could lift gross proceeds to about $353 million." --- By the aibio.space news desk. Sources - [COMPASS Pathways Plc 424B5 (2025-01-10)](https://www.sec.gov/Archives/edgar/data/1816590/000162828025001142/cmps-prospectussupplement.htm) - [exhibit991pressreleasedate.htm](https://www.sec.gov/Archives/edgar/data/1816590/000181659025000008/exhibit991pressreleasedate.htm) [CMPS](https://aibio.space/companies/compass-pathways/) 2025-01-10 # Compass Pathways prices about $150 million offering of ADSs and warrants Tickers [CMPS](https://aibio.space/companies/compass-pathways/) Each ADS sells for $4.275 with a warrant to buy another at $5.796. Full cash exercise of the warrants could lift gross proceeds to about $353 million. ## Key facts - **Company**: COMPASS Pathways Plc (NASDAQ: CMPS) - **News type**: Financings - **Primary source**: [COMPASS Pathways Plc 424B5 (2025-01-10)](https://www.sec.gov/Archives/edgar/data/1816590/000162828025001142/cmps-prospectussupplement.htm) *Trading screens with price charts. CC0, via rawpixel. The picture shows the field, not the companies named.* ## The offering COMPASS Pathways plc priced an underwritten offering of 24,014,728 American Depositary Shares, or ADSs, and pre-funded warrants for up to 11,044,720 ADSs, according to a prospectus supplement dated January 10, 2025. Each ADS and accompanying warrant sells for $4.275. Each pre-funded warrant and accompanying warrant sells for $4.2649. The company says gross proceeds are expected to be about $150 million before costs, and up to about $353 million if the warrants are exercised in full for cash. The warrants carry an exercise price of $5.7960 per ADS. The company describes that as a 40% premium to the last sale price. The prospectus gives the last reported sale price on January 8, 2025 as $4.14 per ADS. The warrants may be exercised only after the public release of the 26-week results from the COMP005 study, and they expire three years after issuance. The offering is expected to close on or about January 13, 2025. The company's press release says the offering was led by Deep Track Capital. The release also describes participation from new and existing investors, without naming them. ## The banks The prospectus supplement names TD Securities (USA) LLC, Cantor Fitzgerald & Co., Stifel, Nicolaus & Company, Incorporated and RBC Capital Markets, LLC as the representatives of the underwriters. It lists TD Cowen, Cantor, Stifel and RBC Capital Markets as joint book-running managers. Citibank, N.A. is the ADS depositary and custodian. The underwriting section says the underwriters' obligations are subject to approval of legal matters by their counsel, and it does not name that counsel there. The company agreed to reimburse the underwriters up to $20,000 for their FINRA counsel fee. Underwriting discounts and commissions are $0.2565 per ADS with a warrant and $0.2559 per pre-funded warrant with a warrant. ## The use of proceeds The company intends to use the net proceeds, together with existing cash and cash equivalents, to fund its COMP005 and COMP006 Phase 3 trials in treatment-resistant depression. The company says it expects top-line data from COMP005 in the second quarter of 2025 and from COMP006 in the second half of 2026. Some proceeds would accelerate a late-stage program in post-traumatic stress disorder, and the rest would go to working capital and general corporate purposes. Both pivotal trials use the change from baseline in the Montgomery-Åsberg Depression Rating Scale, or MADRS, as their primary endpoint, according to the prospectus supplement. The COMP006 trial uses a fixed repeat-dose design with three dose arms. The company's forward-looking statements also refer to a strategic reorganization to focus all efforts on its COMP360 program and a reduction of workforce, which the company announced in October 2024. The filing says the cost savings from that reorganization are not assured. ## Proceeds, dilution and runway The cover table shows a combined offering price of $149,767,589, underwriting discounts and commissions of $8,986,055 and proceeds before expenses of $140,781,533. The company estimates net proceeds of approximately $140.4 million. It says the warrants would bring in approximately $203.2 million more if all were exercised in cash at $5.7960, and that it cannot predict when or whether that will happen. Once the warrants are exercisable, the company may force exercise if its ADS closing price is above the exercise price for the three prior consecutive trading days. New investors face immediate dilution. The supplement puts it at $0.67 per ADS, the difference between the offering price and an as adjusted net tangible book value of $3.60 per ADS as of September 30, 2024. It expects 92,423,796 ADSs outstanding right after the offering, or 103,468,516 if all pre-funded warrants were immediately exercised, and says the exercise of warrants and options and the vesting of restricted units would dilute holders further. The company estimates that the net proceeds will fund its operating expenses and capital expenditure requirements at least through the planned 26-week data read-out for COMP006. Even so, it says it expects to need additional capital to complete its ongoing and planned trials and for commercialization activities. It also says its assumptions may prove wrong and that it could use its capital sooner than it expects. [Report an error](https://aibio.space/reputation/#correction) ## Companies in this story CMPS COMPASS Pathways Plc NASDAQ · United Kingdom Open the starter desk ## More in Financings Financings ### [INmune Bio raises $4.50 million in registered direct offering with warrants](https://aibio.space/news/inmune-bio-raises-4-50-million-registered-direct-offering-warrants/) Oct 29, 2026 Financings ### [Lexeo Therapeutics files $300 million shelf registration](https://aibio.space/news/lexeo-therapeutics-files-300-million-shelf-registration/) Oct 29, 2026 Financings ### [ProKidney files $650 million shelf with $200 million Jefferies sales program](https://aibio.space/news/prokidney-files-650-million-shelf-200-million-jefferies-sales-program/) Oct 29, 2026 --- Source page: https://aibio.space/news/compass-pathways-prices-about-150-million-offering-adss-warrants/. Facts in aibio.space stories are checked against company filings and releases; opinion is labelled. Cite as: aibio.space, "Compass Pathways prices about $150 million offering of ADSs", 2025-01-10, https://aibio.space/news/compass-pathways-prices-about-150-million-offering-adss-warrants/