--- title: "Gossamer Bio private placement has $150 million committed" url: "https://aibio.space/news/gossamer-bio-private-placement-has-150-million-committed-25-0-million/" publisher: "aibio.space (Biotech Investor Relations News)" date: "2026-08-21" section: "Financings" tickers: "NASDAQ:GOSS" source: "https://www.sec.gov/Archives/edgar/data/1728117/000172811726000077/goss-20260820.htm" summary: "Gossamer Bio's private placement of up to $250 million opens with $25.0 million at a first closing. A $125.0 million second closing depends on FDA acceptan" --- By the aibio.space news desk. Sources - [Gossamer Bio, Inc. Form 8-K filed August 21, 2026 (SEC EDGAR)](https://www.sec.gov/Archives/edgar/data/1728117/000172811726000077/goss-20260820.htm) - [Gossamer Bio, Inc. exhibit ex991.htm to the August 21, 2026 Form 8-K (SEC EDGAR)](https://www.sec.gov/Archives/edgar/data/1728117/000172811726000077/ex991.htm) - [Gossamer Bio, Inc. Form 10-K filed March 17, 2026: business overview and signatures (SEC EDGAR)](https://www.sec.gov/Archives/edgar/data/1728117/000172811726000017/goss-20251231.htm) [GOSS](https://aibio.space/companies/gossamer-bio/) 2026-08-21 # Gossamer Bio private placement has $150 million committed, $25.0 million at first closing Tickers [GOSS](https://aibio.space/companies/gossamer-bio/) Gossamer Bio's private placement of up to $250 million opens with $25.0 million at a first closing. A $125.0 million second closing depends on FDA acceptance of its seralutinib filing, and warrants that could add about $100.0 million depend on FDA approval. ## Key facts - **Company**: Gossamer Bio, Inc. (NASDAQ: GOSS) - **News type**: Financings - **Primary source**: [Gossamer Bio, Inc. Form 8-K filed August 21, 2026 (SEC EDGAR)](https://www.sec.gov/Archives/edgar/data/1728117/000172811726000077/goss-20260820.htm) *A trading board being updated by hand. Photo: Carol M Highsmith, CC0, via rawpixel. The picture shows the field, not the companies named.* Gossamer Bio, Inc. (Nasdaq: [GOSS](https://aibio.space/companies/gossamer-bio/)) agreed on August 20, 2026 to sell securities in a private placement with two closings. The company recently reacquired worldwide rights to its lead drug, seralutinib. The first closing is expected to bring in about $25.0 million in gross proceeds, before placement agent fees and offering expenses, and to close on August 24, 2026. The terms are in a [Form 8-K filed August 21, 2026](https://www.sec.gov/Archives/edgar/data/1728117/000172811726000077/goss-20260820.htm). ## Two closings tied to FDA milestones The second closing, about $125.0 million, happens only if the FDA accepts Gossamer's new drug application (NDA) for seralutinib in pulmonary arterial hypertension (PAH) during 2026. The company plans to submit it in September 2026. Investors in the second closing also receive FDA Approval Warrants for no additional payment. They can be exercised only after FDA approval, and if exercised in full at $0.187 a share they would bring in about $100.0 million. Pre-funded warrants at the first closing are priced at $0.1399 each, reflecting a $0.14 common stock price. The second-closing price is the lesser of $0.1399 and the five-day volume-weighted average price before that closing. ## Who is buying The purchasers include certain executive officers and directors of the company, according to the 8-K. The release names EcoR1 Capital, 683 Capital Partners, LP, RA Capital Management, Coastlands Capital, Samsara BioCapital and Rock Springs Capital, among others. Faheem Hasnain, chairman, co-founder and chief executive officer, said the "committed funding structure aligns capital availability with key regulatory milestones." Leerink Partners LLC and Cantor Fitzgerald & Co. acted as placement agents. Neither document names counsel. ## Stockholder approval and lock-up Issuing common stock on exercise or conversion requires stockholder approval under Nasdaq Global Select Market rules. Until then, the investors receive preferred stock: up to 25,000 Series A-1 shares for the first closing, 125,000 Series A-2 shares for the second, and 100,000 Series A-3 shares for the FDA Approval Warrants. Each series has a stated value of $1,000.00 per share, and the Series A-1 converts at $0.14 per common share. After approval, the 8-K says the first-closing warrants cover about 178,699,081 common shares and the FDA Approval Warrants about 534,759,377. Gossamer must file a preliminary proxy statement within 10 days after the first closing. If stockholders do not approve, it must resubmit the proposal at least once every 90 days until they do. Holders may not convert above a 9.99% ownership limit, which can rise to 19.99%. Until a lock-up date set in the agreement, the company may not issue common stock or convertible securities, with some exceptions. That date is December 31, 2026 if the second closing has not occurred by then. ## What the money must cover The release says the placement could provide up to about $250 million in gross proceeds, including $150 million of committed capital. It expects the first-closing proceeds, the committed second closing and existing cash to fund operations into 2028. The money goes to developing and commercializing seralutinib in PAH and in pulmonary hypertension linked to interstitial lung disease. The 10-K filed March 17, 2026 shows the cost. Revenue for 2025 was $48.5 million, down from $114.7 million in 2024. Research and development expense rose to $174.1 million from $138.5 million, and the net loss grew to $170.4 million from $56.5 million. Cash used in operations for 2025 was $171.3 million. That is more than the year-end 2025 cash of $37.7 million and short-term investments of $99.2 million, figures reported in a 10-Q filed August 13, 2026. At June 30, 2026, cash was $41.1 million and short-term investments were $15.9 million. ## Risks the release names The forward-looking statements say the financing may not close on the stated terms, and the milestones for the second closing and the FDA Approval Warrants may not be reached. The FDA could decide the NDA does not qualify for filing, or that the benefit-risk case for seralutinib is not favorable. The release also flags that the planned submission rests partly on Gossamer's view of a recent FDA meeting, and that later FDA feedback may differ from that view. The release adds that the company's future performance depends entirely on the success of seralutinib. [Report an error](https://aibio.space/reputation/#correction) ## Companies in this story GOSS Gossamer Bio, Inc. NASDAQ ยท United States 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/gossamer-bio-private-placement-has-150-million-committed-25-0-million/. Facts in aibio.space stories are checked against company filings and releases; opinion is labelled. Cite as: aibio.space, "Gossamer Bio private placement has $150 million committed", 2026-08-21, https://aibio.space/news/gossamer-bio-private-placement-has-150-million-committed-25-0-million/