---
title: "ENDRA expects $3.8 million from private placement of stock"
url: "https://aibio.space/news/endra-expects-3-8-million-private-placement-stock-warrants/"
publisher: "aibio.space (Biotech Investor Relations News)"
date: "2026-05-28"
section: "Financings"
tickers: "NASDAQ:NDRA"
source: "https://www.sec.gov/Archives/edgar/data/1681682/000121390026061701/ea0292216-8k_endra.htm"
summary: "ENDRA agreed on May 27, 2026 to sell 578,387 shares or prefunded warrants, with common warrants for up to 1,156,774 shares, through sole placement agent Lu"
---

By the aibio.space news desk.

Sources

- [ENDRA Life Sciences Inc. 8-K (2026-05-28)](https://www.sec.gov/Archives/edgar/data/1681682/000121390026061701/ea0292216-8k_endra.htm)
- [ENDRA Life Sciences Inc. financial data (SEC XBRL)](https://www.sec.gov/Archives/edgar/data/1681682/000121390026037617/)

[NDRA](https://aibio.space/companies/endra-life-sciences/)

2026-05-28

# ENDRA expects $3.8 million from private placement of stock and warrants

Tickers [NDRA](https://aibio.space/companies/endra-life-sciences/)

ENDRA agreed on May 27, 2026 to sell 578,387 shares or prefunded warrants, with common warrants for up to 1,156,774 shares, through sole placement agent Lucid Capital Markets, LLC.

## Key facts

- **Company**: ENDRA Life Sciences Inc. (NASDAQ: NDRA)

- **News type**: Financings

- **Primary source**: [ENDRA Life Sciences Inc. 8-K (2026-05-28)](https://www.sec.gov/Archives/edgar/data/1681682/000121390026061701/ea0292216-8k_endra.htm)

*A boardroom table with chairs and a laptop. CC0, via rawpixel. The picture shows the field, not the companies named.*

ENDRA Life Sciences Inc. (Nasdaq: [NDRA](https://aibio.space/companies/endra-life-sciences/)) agreed on May 27, 2026, to sell common stock, prefunded warrants and common warrants in a private placement, according to a [Form 8-K](https://www.sec.gov/Archives/edgar/data/1681682/000121390026061701/ea0292216-8k_endra.htm) filed May 28, 2026. The offering is expected to bring gross proceeds of approximately $3.8 million and was expected to close on May 28, 2026. Lucid Capital Markets, LLC acted as sole placement agent. The filing identifies the purchaser only as an accredited investor.

## The terms

Under a securities purchase agreement dated May 27, 2026, ENDRA agreed to sell and issue 578,387 shares of common stock, or prefunded warrants in lieu of shares, to the purchaser. Common warrants to purchase up to 1,156,774 shares accompany them. Each share, or prefunded warrant, and its accompanying common warrants were sold at a combined purchase price of $6.57. The common warrants have an exercise price of $6.57 per share, and the prefunded warrants have an exercise price of $0.0001 per share.

The company intends to use the net proceeds for working capital and general corporate purposes, subject to restrictions in a side letter described below. It also granted the purchaser registration rights for the shares and the shares issuable on exercise of the warrants. The securities were offered in reliance on Section 4(a)(2) of the Securities Act and Rule 506(c) of Regulation D.

## The placement agent

Lucid Capital Markets, LLC acted as sole placement agent. As compensation, ENDRA agreed to issue it prefunded warrants to purchase up to 100,000 shares of common stock. Until the removal date described below, those warrants become exercisable only after ENDRA obtains stockholder approval.

## Exercise limits

A portion of the prefunded warrants, for 324,372 shares, and all of the common warrants become exercisable only after ENDRA obtains stockholder approval of the issuance of those shares. That restriction ends on what the filing calls the Exercisability Restriction Removal Date, which arrives when ENDRA delivers a Company Decision Notification to the purchaser. The common warrants are exercisable from that date until five years after it. They may also be exercised on a cashless basis, starting six months after issuance, if no effective registration statement covers resale of the warrant shares. Each holder's exercise is also subject to beneficial ownership limitations.

## The side letter

The company and the purchaser signed a side letter at the same time as the purchase agreement. If ENDRA tells the purchaser it has decided not to continue pursuing a definitive agreement with a potential strategic alternative counterparty, ENDRA must pay the purchaser the purchase price less the fair market value of the shares and prefunded warrants bought. That payment is based, subject to certain exceptions, on a 10-day volume weighted average price of the shares.

Until the earlier of the closing of that alternative or the payment, ENDRA must keep a cash balance at or above the purchase price in a segregated bank account, with spending subject to a deposit account control agreement. The side letter also gives the purchaser the right to designate one board observer, subject to certain exceptions. The filing says the side letter will be filed with the company's quarterly report on Form 10-Q for the quarter ending June 30, 2026.

## Recent financial position

The company's XBRL data, from its annual report for 2025 filed March 31, 2026, show research and development expense of $1.8 million for 2025, compared with $3.2 million for 2024. The net loss was $7.0 million for 2025, compared with $11.5 million for 2024. Cash used in operations was $5.2 million in 2025, compared with $7.4 million in 2024.

## The risks ahead

ENDRA says it will use the proceeds for working capital and general corporate purposes, but the side letter limits that use. It must hold cash at or above the purchase price in a segregated account until the strategic alternative closes or it makes the payment the side letter describes. Part of the warrants cannot be exercised until stockholders approve, so the number of shares that may be issued is not settled. The company's latest annual figures show a net loss of $7.0 million and cash used in operations of $5.2 million for 2025.

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## Companies in this story

NDRA

ENDRA Life Sciences Inc.

NASDAQ · United States

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Source page: https://aibio.space/news/endra-expects-3-8-million-private-placement-stock-warrants/. Facts in aibio.space stories are checked against company filings and releases; opinion is labelled. Cite as: aibio.space, "ENDRA expects $3.8 million from private placement of stock", 2026-05-28, https://aibio.space/news/endra-expects-3-8-million-private-placement-stock-warrants/
