atai Life Sciences Announces Proposed Public Offering of Common Shares

Rhea-AI Summary

atai Life Sciences (NASDAQ: ATAI) announced on October 16, 2025 the commencement of a proposed registered underwritten offering of its common shares.

The company said it expects to grant underwriters a 30-day option to purchase additional common shares and that all shares will be sold by atai. The offering is subject to market and other conditions and may not be completed.

atai intends to use net proceeds, together with existing cash and short-term investments, to advance clinical development, and for working capital and general corporate purposes. Jefferies is lead bookrunner.

Positive

• Proposed registered underwritten offering initiated on Oct 16, 2025
• Underwriters may receive a 30-day option to buy additional shares
• Net proceeds designated for clinical development and working capital

Negative

• Offering may cause shareholder dilution depending on size of issuance
• Completion is uncertain and subject to market conditions

Insights

Capital Markets Analyst

atai announces a registered underwritten offering to sell additional common shares to raise funds for clinical programs and general corporate purposes.

atai Life Sciences commenced a proposed registered underwritten offering of its common shares on October 16, 2025 and may grant underwriters a 30-day option to purchase additional shares at the public offering price less the underwriting discount. All shares will be sold by the company and proceeds are intended to fund the clinical development of product candidates and for working capital and general corporate purposes. The offering will be made from an effective shelf registration filed with the SEC on September 29, 2025, and a preliminary prospectus supplement will be filed and available on the SEC website.

The business mechanism is straightforward: the company issues new equity to raise cash, with underwriters led by Jefferies LLC and participation from Berenberg, Canaccord Genuity and Oppenheimer. Key dependencies and risks disclosed include market and other conditions that may prevent completion, uncertainty on final size and terms, and the fact that all shares are company‑sold (which implies dilution to existing holders). The press release explicitly states there is no assurance the offering will occur or on its eventual size or pricing.

Concrete items to watch in the near term are the filing and terms in the preliminary prospectus supplement on www.sec.gov, any exercise of the 30-day overallotment option, and announced use of proceeds tied to specific program milestones. Time horizon for these monitors is immediate to short-term (days to weeks) following the prospectus supplement and through the 30-day option period.

NEW YORK and AMSTERDAM, Oct. 16, 2025 (GLOBE NEWSWIRE) -- atai Life Sciences (NASDAQ: ATAI) (“atai” or “Company”), a clinical-stage biopharmaceutical company focused on transforming the treatment of mental health disorders, today announced the commencement of a proposed registered underwritten offering of its common shares. atai expects to grant the underwriters a 30-day option to purchase additional common shares at the public offering price, less the underwriting discount. All common shares to be sold in the offering will be sold by atai. The proposed offering is subject to market and other conditions, and there can be no assurance as to whether or when the offering may be completed, or as to the actual size or terms of the offering.

atai intends to use the net proceeds of this offering, together with existing cash, cash equivalents and short-term investments, to advance the clinical development of its product candidates and programs, as well as for working capital and general corporate purposes.

Jefferies LLC is the lead bookrunner for the offering. Berenberg Capital Markets LLC is also acting as passive bookrunner for the offering. Canaccord Genuity LLC and Oppenheimer & Co., Inc. are acting as co-managers for the offering.

The securities in the underwritten offering described above are being offered pursuant to an effective shelf registration statement that was filed with the U.S. Securities and Exchange Commission (“SEC”) on September 29, 2025, which became effective automatically upon filing. This offering will be made only by means of a prospectus supplement and the accompanying prospectus which forms a part of the effective shelf registration statement. A preliminary prospectus supplement related to the offering will be filed with the SEC and will be available on the SEC’s website at www.sec.gov. Copies of the preliminary prospectus may be obtained, when available, by contacting: Jefferies LLC, Attention: Equity Syndicate Prospectus Department , 520 Madison Avenue, New York, New York 10022, or by telephone at 877-821-7388, or by e-mail at Prospectus_Department@jefferies.com; Berenberg Capital Markets LLC, Attention: Investment Banking, 1251 Avenue of the Americas, 53rd Floor, New York, New York 10020, or by telephone at +1 (646) 949-9000, or by e-mail at prospectusrequests@berenberg-us.com; Canaccord Genuity LLC, Attention: Syndication Department, 1 Post Office Square, 30th Floor, Boston, Massachusetts 02109, or by e-mail at prospectus@cgf.com; or Oppenheimer & Co., Inc., Attention: Syndicate Prospectus Department , 85 Broad Street, New York, New York 10004, or by telephone at (212) 667-8055 , or by e-mail at EquityProspectus@opco.com.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of these 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 such state or jurisdiction.

About atai Life Sciences
atai is a clinical-stage biopharmaceutical company on a mission to develop highly effective mental health treatments to transform patient outcomes. Its pipeline of psychedelic-based therapies includes BPL-003 (intranasal mebufotenin benzoate) for treatment-resistant depression (TRD), which is being advanced through a strategic investment and planned strategic combination with Beckley Psytech Limited; VLS-01 (buccal film DMT) also for TRD; and EMP-01 (oral R-MDMA) for social anxiety disorder. All three programs are in Phase 2 clinical development. atai is also advancing a drug discovery program to identify novel, non-hallucinogenic 5-HT2AR agonists for TRD and opioid use disorder. These programs aim to address the complex nature of mental health providing commercially scalable interventional psychiatry therapies that can integrate seamlessly into healthcare systems.

Forward-looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 as contained in Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements include, but are not limited to, the uncertainties related to the timing and size of the public offering, the grant of the option to purchase additional shares, the anticipated use of proceeds from the offering and other statements relating to the proposed offering. There are numerous risks and uncertainties that could cause actual results and atai’s plans and objectives to differ materially from those expressed in the forward-looking information, such as those risks discussed in the section entitled “Risk Factors” set forth in atai’s most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q, in each case, as filed with the SEC, and future reports to be filed with the SEC. These documents contain and identify important factors that could cause the actual results for atai to differ materially from those contained in atai’s forward-looking statements. Any forward-looking statements contained in this press release speak only as of the date hereof, and atai specifically disclaims any obligation to update any forward-looking statement, except as required by law. These forward-looking statements should not be relied upon as representing atai’s views as of any date subsequent to the date of this press release.

Contact Information
Investor Contact:
IR@atai.life  

Media Contact:
PR@atai.life

FAQ

What did atai (ATAI) announce on October 16, 2025?

atai announced the commencement of a proposed registered underwritten offering of its common shares.

Will atai (ATAI) grant underwriters an option in the offering?

Yes, atai expects to grant underwriters a 30-day option to purchase additional common shares.

How does atai plan to use proceeds from the ATAI offering?

atai intends to use net proceeds to advance clinical development, plus working capital and general corporate purposes.

Who are the bookrunners for atai's (ATAI) offering?

Jefferies LLC is the lead bookrunner; Berenberg is acting as passive bookrunner; Canaccord and Oppenheimer are co-managers.

Where can investors find the ATAI prospectus supplement?

A preliminary prospectus supplement will be filed with the SEC and available on www.sec.gov when filed.

Is the ATAI offering guaranteed to close after the announcement?

No. The company stated the offering is subject to market and other conditions and may not be completed.