Eupraxia prices $55-million (U.S.) public offering

Executive Summary

• Eupraxia Pharmaceuticals Inc. has priced a public offering of common shares and pre-funded warrants, raising approximately $55 million in gross proceeds.
• The offering consists of 6,428,574 common shares and pre-funded warrants to purchase up to 1,428,571 common shares, priced at $7.00 and $6.99999 per unit respectively.
• Net proceeds will primarily fund the advancement of lead candidate EP-104GI for eosinophilic esophagitis, including Phase 2 trials, Phase 3 preparations, and commercial development, with additional funds allocated to other pipeline indications and general corporate purposes.

Key Details

• Gross Proceeds: Approximately $55 million (U.S.).
• Shares Issued: 6,428,574 common shares.
• Pre-funded Warrants: 1,428,571 pre-funded warrants issued in lieu of common shares.
• Price per Common Share: $7.00 (U.S.).
• Price per Pre-funded Warrant: $6.99999 (U.S.).
• Warrant Exercise Price: Nominal exercise price of 0.001 Canadian cent per share.
• Warrant Expiration: Warrants do not expire until exercised in full.
• Over-Allotment Option: Underwriters granted a 30-day option to purchase up to an additional 1,178,571 common shares on the same terms.
• Closing Date: Expected to close on Feb. 20, 2026, subject to customary conditions.
• Listing: Common shares and warrant shares to be listed on the Toronto Stock Exchange (TSX) and Nasdaq Capital Market.
• Use of Proceeds:
  • Advancement of EP-104GI for eosinophilic esophagitis (preclinical studies, Phase 2 trials, Phase 3 preparations, regulatory submissions, manufacturing).
  • Commercial/market development for eventual product launch.
  • Acceleration/expansion of clinical studies for EP-104GI in additional GI indications (esophageal strictures, fibrostenotic Crohn's disease).
  • R&D of additional pipeline candidates.
  • Business development initiatives.
  • General corporate purposes (salaries, working capital, leases, administrative expenses, capital expenditures, IP portfolio expansion).
• Underwriters:
  • Joint Book-Running Managers: Cantor Fitzgerald & Co. and LifeSci Capital LLC.
  • Co-Managers: Bloom Burton Securities Inc. and Craig-Hallum Capital Group LLC.
• Regulatory Filings:
  • U.S. Registration Statement on Form F-10 declared effective by SEC on Feb. 7, 2024.
  • Canadian Short-Form Base Shelf Prospectus dated Feb. 5, 2024.
  • Preliminary and final prospectus supplements filed with securities commissions in Canada (except Quebec) and the SEC.