aibioHCW Biologics prices about $4.0 million private placement with E.F. Hutton as agent
Tickers HCWB
The company priced 2,846,975 units at $1.405 each to a group of healthcare investors, and the warrants are exercisable at $1.28 per share.
Key facts
- Company
- HCW Biologics Inc. (NASDAQ: HCWB)
- News type
- Financings
- Primary source
- HCW Biologics press release and Form 8-K, May 21, 2026
HCW Biologics Inc. (NASDAQ: HCWB) announced the pricing of a private placement of about $4.0 million, according to a press release from Miramar, Florida, dated May 21, 2026 and furnished in a Form 8-K. The offering was priced at the market under Nasdaq rules and sold to a group of healthcare investors.
The terms
The company agreed to sell 2,846,975 units at $1.405 per unit. Each unit has two parts. The first is one share of common stock at $1.28 per share, or in place of that share one pre-funded warrant at $1.2799 per warrant, with an exercise price of $0.0001 per share. The second is one warrant to buy one share of common stock, sold for $0.125 per warrant. The warrants have an exercise price of $1.28 per share, are exercisable immediately upon issuance and expire five and one-half years after the original issuance date.
The shares, or pre-funded warrants, and the warrants are immediately separable and are issued separately in the offering. The release expected closing on or about May 21, 2026.
Banks and advisors
E.F. Hutton & Co. LLC is the sole placement agent for the offering. The release does not name any underwriter, financial advisor or legal counsel for the company or the placement agent.
Use of proceeds
The company intends to use the net proceeds to continue clinical trials for HCW9302, to advance IND-enabling studies for its T-cell engager HCW11-018b and its second-generation immune checkpoint inhibitor HCW11-040, and for general corporate purposes. The release also says the proceeds will be used to pay off certain debts and settlements.
Registration rights and ownership limit
On May 21, 2026, the company entered into a registration rights agreement with the investors. It agreed to file an initial registration statement on Form S-1 with the Securities and Exchange Commission within 60 days of the closing. The statement covers the resale of the purchased shares and the shares issuable on exercise of the warrants. The company also agreed to use commercially reasonable efforts to have the statement declared effective within a period that the release gives in brackets as 60 days after the closing.
The number of shares the company can issue to an investor, including shares issued on exercise of pre-funded warrants, may not exceed 4.99% of the common stock outstanding immediately after each issuance.
Company background
HCW Biologics describes itself as a clinical-stage biopharmaceutical company developing fusion immunotherapeutics for diseases promoted by chronic inflammation. Its annual report, filed March 31, 2026, names HCW9302, an injectable interleukin 2 fusion protein, as its clinical-stage lead. The company says Beijing Trimmune Biotech Co., Ltd. has an option to license HCW9302 rights in the China market.
The annual report describes two proprietary platforms, TOBI and TRBC, and two commercial-ready reagents, HCW9201 and HCW9206. The preclinical programs include HCW11-018b, a tetra-valent T-cell engager, and HCW11-040, which combines cytokines with pembrolizumab in a multi-functional fusion molecule.
Financial position
In the annual report, research and development expense was $5.4 million in 2025 and $6.4 million in 2024. The net loss was $8.0 million in 2025 and $30.0 million in 2024. Cash used in operations was $13.4 million in 2025 and $14.2 million in 2024. Year-end cash and cash equivalents were $4.7 million at December 31, 2024, and short-term investments were $0 at that date.
Little of this reaches the science
The company has to file the resale registration statement on Form S-1 within 60 days of the closing, and the release gives the effectiveness period only in brackets. The release says part of the proceeds will pay off certain debts and settlements, so less is left for trials, and it does not say how much or which creditors. The units add shares, pre-funded warrants and warrants exercisable at $1.28 per share, which will dilute current holders if exercised. The company used $13.4 million in operations in 2025 and reported a net loss of $8.0 million, against this placement of about $4.0 million. The release gives no runway estimate. HCW9302 is in an early Phase 1 trial and the sources report no efficacy results.