BioRestorative Announces Pricing of $5.0 Million Public Offering
Rhea-AI Summary
BioRestorative Therapies (NASDAQ:BRTX) priced a public offering of 14,285,715 common shares (or pre-funded warrants) plus warrants to purchase 14,285,715 shares at a combined public offering price of $0.35 per share and accompanying warrant.
The warrants carry a $0.35 exercise price, are exercisable immediately, expire five years after issuance, and the offering is expected to close on or about February 13, 2026, raising gross proceeds of approximately $5.0 million before fees. Rodman & Renshaw is the placement agent. Proceeds are intended for BRTX-100 clinical trials, ThermoStem preclinical R&D, biocosmeceuticals development, and general corporate purposes.
Positive
- Gross proceeds of approximately $5.0 million
- Proceeds earmarked for BRTX-100 clinical trials
- Warrants exercisable immediately, enabling near-term capital if exercised
Negative
- Issuance of 14,285,715 shares creates immediate shareholder dilution
- Warrant exercise at $0.35 could cause additional dilution if exercised
News Market Reaction – BRTX
In the Feb 12 session, BRTX declined 40.50%, reflecting a significant negative market reaction. Argus tracked a trough of -75.3% from its starting point during tracking. Our momentum scanner triggered 40 alerts that day, indicating elevated trading interest and price volatility. Trading volume was exceptionally heavy at 26.6x the daily average, suggesting significant selling pressure.
Data tracked by StockTitan Argus on the day of publication.
Key Figures
Previous Offering Reports
| Date | Event | Sentiment | 24h Move | Catalyst |
|---|---|---|---|---|
| Oct 06 | Equity offering | Neutral | +2.0% | Registered direct offering at $1.60 with concurrent private placement warrants. |
24h Move is the share-price change in the day after each event; other market factors may also have contributed.
For prior equity financing, the stock moved about 2% on the day, so today’s sharp drop versus that history suggests a more adverse reaction to this larger, lower-priced public offering.
Historically, BioRestorative has used equity offerings to fund BRTX-100 clinical trials, ThermoStem preclinical work, and its biocosmeceuticals platform. A prior offering on Oct 06, 2025 raised $1.085 million via a registered direct deal priced above market, and the stock rose about 2% that day. Today’s $5.0 million public offering adds to that financing pattern but on more pressured terms as the share price trades near its 52-week low.
Key Terms
pre-funded warrants financial
warrants financial
public offering financial
placement agent financial
registration statement on Form S-1 regulatory
prospectus regulatory
Securities and Exchange Commission regulatory
effective registration statement regulatory
AI-generated analysis. How Rhea-AI works. Not financial advice.
MELVILLE, N.Y., Feb. 11, 2026 (GLOBE NEWSWIRE) -- BioRestorative Therapies, Inc. (“BioRestorative”, “BRTX” or the “Company”) (NASDAQ:BRTX), a late stage clinical regenerative medicine innovator focused on stem cell-based therapies and products, today announced the pricing of a public offering of 14,285,715 shares of common stock (or pre-funded warrants in lieu thereof) and warrants to purchase up to 14,285,715 shares of common stock, at a combined public offering price of
Rodman & Renshaw LLC is acting as the exclusive placement agent for the offering.
The gross proceeds to the Company from the offering are expected to be approximately
A registration statement on Form S-1, as amended (File No. 333-293322), relating to the offering was declared effective by the Securities and Exchange Commission (the “SEC”) on February 11, 2026. The offering is being made only by means of a prospectus forming part of the effective registration statement relating to the offering. A preliminary prospectus relating to the offering has been filed with the SEC. Electronic copies of the final prospectus, when available, may be obtained on the SEC’s website at http://www.sec.gov and may also be obtained, when available, by contacting Rodman & Renshaw LLC at 600 Lexington Ave, Floor 32, New York, NY 10022, by phone at (212) 540-4414 or e-mail at info@rodm.com.
This press release does not constitute an offer to sell or the solicitation of an offer to buy any of the securities described herein, nor shall there be any sale of these securities in any state or other 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 other jurisdiction.
About BioRestorative Therapies, Inc.
BioRestorative (www.biorestorative.com) develops therapeutic products using cell and tissue protocols, primarily involving adult stem cells. As described below, our two core clinical development programs relate to the treatment of disc/spine disease and metabolic disorders, and we also operate a commercial BioCosmeceutical platform:
• Disc/Spine Program (brtxDISC™): Our lead cell therapy candidate, BRTX-100, is a product formulated from autologous (or a person’s own) cultured mesenchymal stem cells collected from the patient’s bone marrow. We intend that the product will be used for the non-surgical treatment of painful lumbosacral disc disorders or as a complementary therapeutic to a surgical procedure. The BRTX-100 production process utilizes proprietary technology and involves collecting a patient’s bone marrow, isolating and culturing stem cells from the bone marrow and cryopreserving the cells. In an outpatient procedure, BRTX-100 is to be injected by a physician into the patient’s damaged disc. The treatment is intended for patients whose pain has not been alleviated by non-invasive procedures and who potentially face the prospect of surgery. We have commenced a Phase 2 clinical trial using BRTX-100 to treat chronic lower back pain arising from degenerative disc disease. We have also obtained U.S. Food and Drug Administration (“FDA”) Investigational New Drug (“IND”) clearance to evaluate BRTX-100 in the treatment of chronic cervical discogenic pain.
• Metabolic Program (ThermoStem®): We are developing cell-based therapy candidates to target obesity and metabolic disorders using brown adipose (fat) derived stem cells (“BADSC”) to generate brown adipose tissue (“BAT”), as well as exosomes secreted by BADSC. BAT is intended to mimic naturally occurring brown adipose depots that regulate metabolic homeostasis in humans. Initial preclinical research indicates that increased amounts of brown fat in animals may be responsible for additional caloric burning as well as reduced glucose and lipid levels. Researchers have found that people with higher levels of brown fat may have a reduced risk for obesity and diabetes. BADSC secreted exosomes may also impact weight loss.
• BioCosmeceuticals: We operate a commercial BioCosmeceutical platform. Our current commercial product, formulated and manufactured using our cGMP ISO-7 certified clean room, is a cell-based secretome containing exosomes, proteins and growth factors. This proprietary biologic serum has been specifically engineered by us to reduce the appearance of fine lines and wrinkles and bring forth other areas of cosmetic effectiveness. Moving forward, we also intend to explore the potential of expanding our commercial offering to include a broader family of cell-based biologic aesthetic products and therapeutics via IND-enabling studies, with the aim of pioneering FDA approvals in the emerging BioCosmeceuticals space.
Forward-Looking Statements
This press release contains "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and such forward-looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. You are cautioned that such statements are subject to a multitude of risks and uncertainties that could cause future circumstances, events or results to differ materially from those projected in the forward-looking statements as a result of various factors and other risks, including, without limitation, the completion, size and timing of the offering, the Company’s intended use of proceeds from the offering, and those set forth in the Company’s latest Form 10-K, filed with the Securities and Exchange Commission and subsequent filings with the SEC. You should consider these factors in evaluating the forward-looking statements included herein, and not place undue reliance on such statements. The forward-looking statements in this release are made as of the date hereof and the Company undertakes no obligation to update such statements.
CONTACT:
Stephen Kilmer
Investor Relations
Direct: (646) 274-3580
Email: skilmer@biorestorative.com
