aibioImmunic launches pre-funded warrant offering; final terms total $64,991,334
Tickers IMUX
Immunic began an underwritten warrant offering on May 28, 2025 and set final terms on May 30: $0.7499 a unit, $64,991,334 in total. Leerink Partners is sole bookrunner.
Key facts
- Company
- Immunic, Inc. (NASDAQ: IMUX)
- News type
- Financings
- Primary source
- Immunic, Inc. 8-K (2025-05-28)
Immunic, Inc. (Nasdaq: IMUX) said on May 28, 2025 that it had started an underwritten public offering of pre-funded warrants, each sold with a Series A warrant and a Series B warrant. All of the securities are offered by Immunic, and the company said there was no assurance the offering would be completed or what its final size or terms would be. It is made under a Form S-3 shelf registration, File No. 333-275717, filed on November 22, 2023 and effective May 31, 2024. The stock last sold at $0.91 on May 28, 2025.
Final terms on May 30
On May 30, 2025, Immunic filed the final prospectus supplement. It sets a public offering price of $0.7499 for each pre-funded warrant with its accompanying Series A and Series B warrants, or $64,991,334 in total, below the $0.91 last sale price. The offering covers pre-funded warrants for 86,666,667 shares of common stock, with Series A and Series B warrants for 86,666,667 shares each. Underwriting discounts and commissions are $0.0450 per unit, or $3,900,000, leaving $61,091,334 before expenses. The net proceeds are for clinical trials, operations and general corporate purposes.
Each pre-funded warrant is immediately exercisable for one share. The Series A warrants expire on December 31, 2025, and the Series B warrants expire five years after issuance. Both carry an exercise price of $0.75 per share, or $0.7499 for holders who take pre-funded warrants, and each expires in proportion if its pre-funded warrant is exercised on or before September 30, 2025.
Banks and counsel
Leerink Partners LLC is the representative of the underwriters and sole bookrunner. The underwriting table allots 77,038,000 units to Leerink Partners LLC, 5,876,000 to B. Riley Securities, Inc. and 3,752,667 to Brookline Capital Markets, a division of Arcadia Securities, LLC. Immunic agreed to pay the underwriters a commission of 6.0% of gross proceeds. It also agreed to a 6.0% fee on gross cash proceeds from any warrant exercises. Dentons US LLP of New York passes on the validity of the securities for Immunic, and Covington & Burling LLP of New York is counsel to the underwriters. The filings name no placement agent.
Dilution
Immunic had 95,817,536 shares outstanding on May 14, 2025. The prospectus puts the count after the offering at 182,484,203 shares, assuming all of the pre-funded warrants are exercised but no other warrants. That excludes 16,208,591 shares issuable on options at a weighted average exercise price of $1.52.
After an April 9, 2025 sale of 5,666,667 shares for net proceeds of $4.6 million, pro forma net tangible book value at March 31, 2025 would have been a deficit of $0.7 million, or $(0.01) per share. Assuming cash exercise of all warrants, the prospectus puts the as adjusted figure at $181.7 million, or $0.51 per share, and the immediate dilution at $0.25 per share. The prospectus gives no cash balance or date through which current funds last.
The lead drug and its trials
The lead program is vidofludimus calcium, also called IMU-838, in Phase 3 for relapsing multiple sclerosis. In the ENSURE program, 1,121 patients in ENSURE-1 and 1,100 in ENSURE-2 have been randomized, double-blind, to 30 mg daily doses or placebo. On October 22, 2024, the company announced an interim analysis in which an independent data monitoring committee found the futility criteria were not met and recommended that both trials continue. Passing a futility check is not evidence of efficacy. The company expects pooled top-line data at the end of 2026, a goal it calls achievable but dependent on factors mostly outside its control.
On April 30, 2025, the company announced what it calls positive clinical data from its Phase 2 CALLIPER trial in progressive multiple sclerosis, reporting substantial reductions in the relative risks of 24-week confirmed disability progression events and in thalamic brain volume. The prospectus gives no figures for those reductions. CALLIPER is a Phase 2 trial that recruited 467 patients.
The company's other programs are IMU-856, a small molecule that targets Sirtuin 6, which the company supports with preclinical data, and IMU-381, a next-generation molecule for gastrointestinal diseases.