Artelo Biosciences Announces Closing of $11.0 Million Private Placement Priced At-the-Market Under Nasdaq Rules

Rhea-AI Summary

Artelo Biosciences (Nasdaq: ARTL) closed a private placement on March 30, 2026, issuing 3,188,407 shares (or pre-funded warrants) and warrants to buy up to 6,376,814 shares at a combined price of $3.45 per share/warrant, generating approximately $11.0 million gross proceeds before fees.

The company intends to use net proceeds for working capital, general corporate purposes, and repayment of certain bridge debt. If all warrants are exercised for cash, potential additional gross proceeds could be about $20.4 million; exercise is not assured.

Positive

• Gross proceeds of $11.0 million
• Potential additional cash of $20.4 million if warrants fully exercised
• Raised capital for working capital and debt repayment

Negative

• Issued 3,188,407 shares and warrants to buy 6,376,814 shares (dilution risk)
• Warrant exercise not guaranteed; shareholder dilution could increase if exercised

Argus Mar 31 session

-13.17% close to close Open Argus

Details

News Market Reaction – ARTL

On Mar 31, the first trading day after this news, ARTL closed 13.17% below the previous close.

Data tracked by StockTitan Argus for the Mar 31 session.

Key Figures

Shares issued: 3,188,407 shares Investor warrants: 6,376,814 warrants Purchase price: $3.45 per unit +2 more

Shares issued

3,188,407 shares

Common stock (or pre-funded warrants) in private placement

Investor warrants

6,376,814 warrants

Warrants to purchase common stock issued in deal

Purchase price

$3.45 per unit

Combined price per share (or pre-funded warrant) and warrants

Gross proceeds

$11.0 million

Private placement gross proceeds before fees and expenses

Potential warrant proceeds

$20.4 million

Additional gross proceeds if all warrants are exercised for cash

Previous Private placement Reports

2 past events · Latest: Mar 27

Same Type 2 events

1. Mar 27

   Private placement announced

   24h Move

   +230.4%

   Announced $11.0M at-the-market private placement with additional warrant funding potential.

2. Jun 26

   Private placement financing

   24h Move

   +12.1%

   Disclosed $1.425M at-the-market private placement to fund upcoming clinical data.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

private placement, pre-funded warrant, warrants, at-the-market, +2 more

6 terms

private placement financial

"announced the closing of its previously announced private placement of 3,188,407 shares"

A private placement is a sale of securities directly to a selected group of investors, typically institutions or accredited investors, instead of through a public offering. It lets a company raise money faster and with fewer regulatory steps; for existing shareholders it matters because the newly issued shares, often sold at a discount, increase the share count and can dilute their ownership.

pre-funded warrant financial

"shares of common stock (or pre-funded warrant in lieu thereof) and warrants"

A pre-funded warrant is a financial instrument that gives the holder the right to buy shares of a company's stock at a set price, with most of the purchase cost already paid upfront. It functions like a nearly fully paid option, allowing investors to secure shares quickly while minimizing the amount of additional money they need to invest later. This helps investors gain ownership rights efficiently, often used to avoid certain regulatory restrictions or to prepare for future stock purchases.

warrants financial

"and warrants to purchase up to 6,376,814 shares of common stock"

Warrants are special documents that give you the right to buy a company's stock at a set price before a certain date. They are often used as a way for companies to attract investors or raise money, and their value can increase if the company's stock price goes up.

View in glossary

at-the-market financial

"Private Placement Priced At-the-Market Under Nasdaq Rules"

"At-the-market" is a method for companies to sell new shares of stock directly into the open market over time, rather than all at once. It allows companies to raise money gradually, similar to selling slices of a pie instead of the entire pie at once, which can help manage the sale's impact on the stock price. This approach gives investors a steady supply of shares while providing companies with flexible funding options.

Section 4(a)(2) regulatory

"offered in a private placement under Section 4(a)(2) of the Securities Act of 1933"

Section 4(a)(2) is a part of U.S. securities laws that allows companies to sell their stock directly to certain investors without registering the sale with regulators. This process is often used for private placements, making it easier and faster for companies to raise money from knowledgeable or institutional investors. It matters to investors because it provides an alternative way to buy shares, often with fewer disclosures and lower costs.

Regulation D regulatory

"and/or Regulation D promulgated thereunder and, along with the shares"

Regulation D is a set of rules that govern how companies can raise money from investors without going through the full process required for public stock offerings. It provides simplified options for private placements, making it easier for companies to seek investments from a smaller group of investors. For investors, it offers opportunities to invest in private companies, often with fewer restrictions, but also with different levels of risk and disclosure.

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

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SOLANA BEACH, Calif., March 30, 2026 (GLOBE NEWSWIRE) -- Artelo Biosciences, Inc. (Nasdaq: ARTL) today announced the closing of its previously announced private placement of 3,188,407 shares of common stock (or pre-funded warrant in lieu thereof) and warrants to purchase up to 6,376,814 shares of common stock, at a combined purchase price of $3.45 per share of common stock (or per pre-funded warrant in lieu thereof) and accompanying warrants.

H.C. Wainwright & Co. acted as the exclusive placement agent for the offering.

The gross proceeds from the offering were approximately $11.0 million, prior to deducting placement agent fees and other offering expenses payable by the Company. The Company intends to use the net proceeds from the offering for working capital, general corporate purposes, and the repayment of certain bridge debt. The potential additional gross proceeds to the Company from the warrants, if fully exercised on a cash basis, will be approximately $20.4 million. No assurance can be given that any of the warrants will be exercised, or that the Company will receive cash proceeds from the exercise of the warrants.

The securities described above were offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), and/or Regulation D promulgated thereunder and, along with the shares of common stock underlying the warrants, have not been registered under the Securities Act, or applicable state securities laws. Accordingly, the securities issued in the private placement and shares of common stock underlying the warrants may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act and such applicable state securities laws.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy the Company's common stock or any other securities, and there shall not be any offer, solicitation or sale of securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Artelo Biosciences
Artelo Biosciences, Inc. is a clinical-stage pharmaceutical company dedicated to the development and commercialization of proprietary therapeutics that modulate lipid-signaling pathways, with a diversified pipeline addressing significant unmet needs in anorexia, cancer, anxiety, dermatologic conditions, pain, inflammation, and diseases of the eye. Led by an experienced executive team collaborating with world-class researchers and technology partners, Artelo applies rigorous scientific, regulatory, and commercial, discipline to maximize stakeholder value. More information is available at www.artelobio.com and X: @ArteloBio.

Forward Looking Statements

This press release contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, as amended, including statements regarding the Company's plans and expectations. These statements involve known and unknown risks, uncertainties, and other factors that may cause actual results to differ materially from those expressed or implied by such statements, including market and other conditions. All statements that are not historical facts are forward-looking statements, including but not limited to, statements regarding: the use of proceeds from the offering and the potential exercise of the warrants. For a discussion of risks and uncertainties, please refer to the Company's filings with the Securities and Exchange Commission, including its most recent Annual Report on Form 10-K. The Company undertakes no obligation to publicly update any forward-looking statement, except as required by applicable securities laws.

Investor Relations Contact:
Crescendo Communications, LLC
Tel: 212-671-1020
Email: ARTL@crescendo-ir.com

FAQ

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

What did Artelo Biosciences (ARTL) announce on March 30, 2026 about a private placement?

Artelo closed a private placement issuing 3,188,407 shares and warrants on March 30, 2026. According to the company, the combined purchase price was $3.45 per share (or pre-funded warrant) and accompanying warrants, producing approximately $11.0 million gross proceeds before fees.

How much money did ARTL raise in the March 30, 2026 private placement and how will it be used?

Artelo raised approximately $11.0 million in gross proceeds from the offering. According to the company, net proceeds are intended for working capital, general corporate purposes, and repayment of certain bridge debt.

How many warrants did Artelo (ARTL) issue and what is the potential if they are exercised?

Artelo issued warrants to purchase up to 6,376,814 shares of common stock. According to the company, if all warrants are exercised for cash, potential additional gross proceeds would be about $20.4 million.

Who served as placement agent for Artelo's (ARTL) March 30, 2026 offering?

H.C. Wainwright & Co. acted as the exclusive placement agent for the offering. According to the company, placement agent fees and other offering expenses will be deducted from gross proceeds.

Were the securities from Artelo's (ARTL) private placement registered under the Securities Act?

No, the securities and underlying shares were offered in a private placement and are not registered under the Securities Act. According to the company, resale requires an effective registration statement or an applicable exemption.

Does Artelo (ARTL) guarantee that warrants from the March 30, 2026 placement will be exercised?

No, there is no assurance the warrants will be exercised for cash. According to the company, potential additional proceeds depend on future exercise and are not guaranteed.