Aclaris Therapeutics Announces Pricing of $50.0 Million Offering of Common Stock and Pre-Funded Warrants

The financing combines common shares with pre-funded warrants, both adding to existing shareholders’ dilution.

Rhea-AI Summary

Aclaris Therapeutics (NASDAQ: ACRS) priced an underwritten offering expected to raise approximately $50.0 million in gross proceeds.

The offering comprises 7,785,714 common shares at $3.50 each and pre-funded warrants to purchase 6,500,000 shares at $3.49999 each, with a $0.00001 exercise price per share. All securities will be sold by Aclaris. Participants include TCGX, RA Capital Management, Invus and a large mutual fund. Aclaris expects closing on October 28, 2026, subject to customary closing conditions. Gross proceeds exclude underwriting discounts, commissions and other offering expenses payable by Aclaris.

1 point · 0 major

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Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.

It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.

Rhea-AI Sentiment measures something else, the tone of the wording.

How the balance worksHow Sentiment works

0 major · 3 points

Hollow bars mark forward-looking points. How the balance works

Positive

• Moderate point. Forward-looking: it has not happened yet and may not happen.Approximately $50.0 million in gross proceeds expected from the underwritten offering. 9% of market cap

Negative

• Moderate point. Forward-looking: it has not happened yet and may not happen.7,785,714 new common shares at $3.50 each dilute existing shareholders.
• Minor point. Forward-looking: it has not happened yet and may not happen.Pre-funded warrants for 6,500,000 shares add dilution at $3.49999 each plus a $0.00001-per-share exercise price.
• Minor point. Forward-looking: it has not happened yet and may not happen.Underwriting discounts, commissions and offering expenses will reduce proceeds available to Aclaris.

News Explained

If completed, issuing the common shares increases the share count and reduces existing holders’ ownership percentages; the pre-funded warrants are priced near the share price with nominal exercise and become shares if exercised, adding potential dilution.

Argus 15 min delay 14 alerts

-7.65% vs previous close $3.50 last price 161.8x rel. volume Open Argus

Details

Market move: ACRS -7.65% vs previous close. $50.0 million stock offering

-14.7% Trough in 22 min

$3.08 – $4.77 Day Range

$515.20M Mkt Cap at Last Price

On Oct 27, the day this news came out, the latest delayed price for ACRS is 7.65% below the previous close. Argus tracked a trough of -14.7% from its starting point during tracking. Our momentum scanner has recorded 14 alerts for this stock so far that day. The latest delayed price is $3.50. Relative volume is exceptionally heavy at 161.8x the average.

Data tracked by StockTitan Argus (15 min delayed). Upgrade to Gold for real-time data.

Key Figures

Expected gross proceeds: Approximately $50.0 million Common stock shares: 7,785,714 shares at $3.50 per share Pre-funded warrants: 6,500,000 warrants at $3.49999 per share +2 more

Expected gross proceeds

Approximately $50.0 million

Before underwriting discounts, commissions, and other offering expenses

Common stock shares

7,785,714 shares at $3.50 per share

Underwritten offering

Pre-funded warrants

6,500,000 warrants at $3.49999 per share

Offered in lieu of common stock to certain investors

Warrant exercise price

$0.00001 per share

Pre-funded warrants

Expected closing

October 28, 2026

Subject to customary closing conditions

Key Terms

underwritten offering, pre-funded warrants, shelf registration statement, form s-3, +1 more

5 terms

underwritten offering financial

"pricing of an underwritten offering of 7,785,714 shares"

An underwritten offering is when a bank or group of banks agrees to buy all of a company's new shares or bonds and then resell them to outside investors, guaranteeing the company will raise a specific amount of money. It matters to investors because it adds certainty that the funding will close while increasing the number of shares or debt in the market, which can lower the price per share and change each existing owner's ownership percentage—think of a wholesaler buying an entire shipment from a maker before it reaches stores.

pre-funded warrants financial

"pre-funded warrants to purchase 6,500,000 shares"

Pre-funded warrants are financial instruments that give investors the right to purchase a company's stock at a set price, but with most or all of the purchase price paid upfront. They function like a coupon or gift card for stock, allowing investors to buy shares later at a fixed price, which can be beneficial if they want to avoid future price increases. This makes them important for investors seeking flexibility and certainty in their investment plans.

shelf registration statement regulatory

"pursuant to a shelf registration statement on Form S-3"

A shelf registration statement is a document a company files with regulators that allows it to sell shares or bonds quickly when it’s a good time to raise money. It’s like having a pre-approved plan ready so the company can act fast without going through lengthy paperwork each time they want to sell, making fundraising more flexible.

form s-3 regulatory

"a shelf registration statement on Form S-3"

Form S-3 is a legal document companies use to register their stock sales with the government, making it easier and faster for them to raise money by selling shares to investors. It’s like having a pre-approved shopping list that lets a company quickly sell new shares when they need funds, without going through a lengthy approval process each time.

prospectus supplement regulatory

"by means of a prospectus supplement and accompanying prospectus"

A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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WAYNE, Pa., Oct. 27, 2026 (GLOBE NEWSWIRE) -- Aclaris Therapeutics, Inc. (NASDAQ: ACRS), a clinical-stage biopharmaceutical company focused on developing novel product candidates for immuno-inflammatory diseases, today announced the pricing of an underwritten offering of 7,785,714 shares of its common stock at a price of $3.50 per share and, in lieu of shares of common stock to certain investors, pre-funded warrants to purchase 6,500,000 shares of common stock at a purchase price of $3.49999 per share, which equals the offering price per share of the common stock less the $0.00001 exercise price per share of each pre-funded warrant. All of the shares of common stock and the pre-funded warrants are to be sold by Aclaris.

The offering includes participation from TCGX, RA Capital Management, Invus and a large mutual fund.

The gross proceeds to Aclaris from the offering are expected to be approximately $50.0 million, before deducting underwriting discounts and commissions and other offering expenses payable by Aclaris. The offering is expected to close on October 28, 2026, subject to the satisfaction of customary closing conditions.

Leerink Partners, Piper Sandler, Cantor and LifeSci Capital are acting as joint bookrunning managers for the offering.

The shares of common stock and pre-funded warrants are being offered by Aclaris pursuant to a shelf registration statement on Form S-3 (Registration No. 333-298084) that was filed with the Securities and Exchange Commission (the “SEC”) on August 6, 2026 and automatically became effective upon filing. The offering is being made only by means of a prospectus supplement and accompanying prospectus that form a part of the registration statement. A prospectus supplement and accompanying prospectus relating to the offering will be filed with the SEC. Copies of the prospectus supplement and the accompanying prospectus, when available, may be obtained from: Leerink Partners LLC, Attention: Syndicate Department, 53 State Street, 40th Floor, Boston, MA 02109, by telephone at (800) 808-7525 ext. 6105 or by email at syndicate@leerink.com; Piper Sandler & Co., 350 North 5th Street, Suite 1000, Minneapolis, MN 55401, Attention: Prospectus Department, by telephone at (800) 747-3924, or by email at prospectus@psc.com; or Cantor Fitzgerald & Co., Attention: Capital Markets, 110 East 59th Street, 6th Floor, New York, New York 10022, or by email at prospectus@cantor.com.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Aclaris Therapeutics, Inc.

Aclaris Therapeutics, Inc. is a clinical-stage biopharmaceutical company developing a pipeline of novel product candidates to address the needs of patients with immuno-inflammatory diseases who lack satisfactory treatment options. The company has a multi-stage portfolio of product candidates powered by a robust R&D engine.

Cautionary Note Regarding Forward-Looking Statements

Any statements contained in this press release that do not describe historical facts may constitute forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. These statements may be identified by words such as “anticipate,” “believe,” “expect,” “intend,” “may,” “plan,” “potential,” “will,” and similar expressions, and are based on Aclaris’ current beliefs and expectations. These forward-looking statements include expectations regarding the expected gross proceeds from the offering and the closing date of the offering. These statements involve risks and uncertainties that could cause actual results to differ materially from those reflected in such statements. Risks and uncertainties that may cause actual results to differ materially include uncertainties related to market conditions, the satisfaction of customary closing conditions related to the offering and such other risks and uncertainties that are described in the Risk Factors section of Aclaris’ Annual Report on Form 10-K for the year ended December 31, 2025, and other filings Aclaris makes with the U.S. Securities and Exchange Commission from time to time. These documents are available under the “SEC Filings” page of the “Investors” section of Aclaris’ website at www.aclaristx.com. Any forward-looking statements speak only as of the date of this press release and are based on information available to Aclaris as of the date of this release, and Aclaris assumes no obligation to, and does not intend to, update any forward-looking statements, whether as a result of new information, future events or otherwise.

Aclaris Therapeutics Contact:

Will Roberts
Senior Vice President
Corporate Communications and Investor Relations
(484) 329-2125
wroberts@aclaristx.com

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What are the prices and size of Aclaris Therapeutics’ ACRS offering?

Aclaris priced 7,785,714 common shares at $3.50 each and pre-funded warrants for 6,500,000 shares at $3.49999 each. Each warrant has a $0.00001 exercise price per share. Aclaris expects approximately $50.0 million in gross proceeds before underwriting discounts, commissions and other offering expenses.

When is Aclaris Therapeutics’ offering expected to close?

Aclaris expects the offering to close on October 28, 2026, subject to the satisfaction of customary closing conditions.