Candel Therapeutics Announces Pricing of Public Offering

Rhea-AI Summary

Candel Therapeutics (Nasdaq: CADL) priced an underwritten public offering of 18,348,624 common shares at $5.45 per share, expected to raise approximately $100 million gross. The offering is expected to close on or about Feb 23, 2026.

The company granted a 30-day underwriter option for up to 2,752,293 additional shares. Net proceeds are intended to fund launch readiness and commercial activities for CAN-2409 (aglatimagene) in localized prostate cancer, support the phase 3 NSCLC program, and for general corporate purposes.

Positive

• Gross proceeds approximately $100 million
• Planned use of proceeds for CAN-2409 launch readiness
• Funding allocated to phase 3 NSCLC development

Negative

• Issuance of 18,348,624 new shares (potential dilution)
• Underwriters' option for 2,752,293 additional shares

Market Reaction

-9.24% $5.40

15m delay 2 alerts

-9.24% Since News

$5.40 Last Price

$5.18 $6.00 Day Range

-$33M Valuation Impact

$327M Market Cap

0.0x Rel. Volume

Following this news, CADL has declined 9.24%, reflecting a notable negative market reaction. Our momentum scanner has triggered 2 alerts so far, indicating moderate trading interest and price volatility. The stock is currently trading at $5.40. This price movement has removed approximately $33M from the company's valuation.

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

Key Figures

Shares offered: 18,348,624 shares Offering price: $5.45 per share Gross proceeds: $100 million +5 more

8 metrics

Shares offered 18,348,624 shares Common stock in underwritten public offering

Offering price $5.45 per share Public offering price to investors

Gross proceeds $100 million Expected gross proceeds before fees

Underwriter option shares 2,752,293 shares 30-day option for additional common stock

Option period 30 days Underwriters’ option exercise window

Shelf capacity $300,000,000 Maximum under Form S-3 shelf registration

ATM program size $50,000,000 At-the-market facility with Jefferies LLC

Pre-news share price $5.95 Last price before this offering announcement

Market Reality Check

Price: $5.95 Vol: Volume 481,743 is below t...

normal vol

$5.95 Last Close

Volume Volume 481,743 is below the 615,671 share 20-day average ahead of this offering news. normal

Technical Trading at $5.95 versus 200-day MA of $5.56, modestly above longer-term trend pre-offering.

Peers on Argus

Momentum scanner shows no coordinated sector move; peers like CAPR (+14.45%) and...

Momentum scanner shows no coordinated sector move; peers like CAPR (+14.45%) and ANNX (-0.97%) were mixed, indicating this offering is likely a stock-specific catalyst rather than a biotech-wide shift.

Previous Offering Reports

4 past events · Latest: Jun 24 (Negative)

Same Type Pattern 4 events

Date	Event	Sentiment	Move	Catalyst
Jun 24	Registered direct offering	Negative	+3.9%	$15M registered direct stock sale to select accredited investors.
Dec 16	Offering closing	Negative	+7.2%	Closed equity offering raising about $92M in gross proceeds.
Dec 12	Public offering pricing	Negative	-31.1%	Priced public deal with shares and pre-funded warrants for ~$80M.
Dec 12	Proposed public offering	Negative	-31.1%	Announced proposed $80M underwritten stock and warrant offering.

Pattern Detected

Equity offerings have often produced sharp moves, with some deeply negative reactions and others unexpectedly positive.

Recent Company History

Recent financing history shows multiple equity raises supporting CAN-2409 development and commercialization. In Dec 2024, CADL announced an $80M public offering and then a pricing that saw a -31.12% move. By Jun 24, 2025, a $15M registered direct deal actually coincided with a +3.85% reaction. A Dec 16, 2024 closing of a public offering for about $92M followed with a +7.23% move. Today’s pricing fits this pattern of sizable, program-funding raises.

Historical Comparison

-12.8% avg move · Past CADL offering headlines (4 events) averaged a -12.79% move, with reactions ranging from steep s...

offering

-12.8%

Average Historical Move offering

Past CADL offering headlines (4 events) averaged a -12.79% move, with reactions ranging from steep selloffs to occasional rallies, underscoring historically volatile responses to dilution news.

Financings progressed from an ~$80–92M public raise in Dec 2024 to a smaller $15M direct deal in Jun 2025 and now a newly priced $100M underwritten offering, all aimed at advancing CAN-2409 commercialization.

Regulatory & Risk Context

Active S-3 Shelf · $300,000,000

Shelf Active

Active S-3 Shelf Registration 2025-08-14

$300,000,000 registered capacity

An active Form S-3 shelf filed on Aug 14, 2025 permits Candel to offer up to $300,000,000 of securities, including up to $50,000,000 via an at-the-market program with Jefferies. At least one takedown (424B5 on Feb 19, 2026) has used this capacity.

Market Pulse Summary

The stock is down -9.2% following this news. A negative reaction despite funding for commercializati...

Analysis

The stock is down -9.2% following this news. A negative reaction despite funding for commercialization fits the historical pattern for CADL offerings, where average same-tag moves were -12.79% and some events saw declines of around -31%. The newly priced $100M deal adds to existing shelf capacity of up to $300M, highlighting ongoing dilution risk even as proceeds support Phase 3 programs and launch readiness for CAN-2409.

Key Terms

underwritten public offering, gross proceeds, shelf registration statement, form s-3, +2 more

6 terms

underwritten public offering financial

"announced the pricing of an underwritten public offering of 18,348,624 shares"

An underwritten public offering is when a company sells new shares of its stock to the public with the help of a financial firm, called an underwriter. The underwriter agrees to buy all the shares upfront, reducing the company's risk, and then sells them to investors. This process helps companies raise money quickly and confidently from a wide range of buyers.

gross proceeds financial

"The gross proceeds to Candel from the offering are expected to be $100 million"

The total amount of cash a company receives from a financing event or sale before any fees, expenses, taxes or deductions are taken out. Investors watch gross proceeds because it shows the raw scale of new capital being raised—think of it as the paycheck amount before withholdings—which helps assess how much funding is available for operations, growth, debt payoff or how much shareholder dilution might occur once costs are removed.

shelf registration statement regulatory

"A shelf registration statement on Form S-3 relating to the shares of common stock"

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 relating to the shares of common stock"

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

"A preliminary prospectus supplement and accompanying prospectus relating to the offering"

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.

registration statement regulatory

"prospectus and prospectus supplement that form a part of the registration statement"

A registration statement is a formal document that companies file with a government agency to offer new shares of stock to the public. It provides essential information about the company's finances, operations, and risks, helping investors make informed decisions. Think of it as a detailed product description that ensures transparency and trust before buying into a company.

AI-generated analysis. Not financial advice.

NEEDHAM, Mass., Feb. 19, 2026 (GLOBE NEWSWIRE) -- Candel Therapeutics, Inc. (Candel or the Company) (Nasdaq: CADL), a clinical-stage biopharmaceutical company focused on developing multimodal biological immunotherapies to help patients fight cancer, today announced the pricing of an underwritten public offering of 18,348,624 shares of its common stock at a price to the public of $5.45 per share. The gross proceeds to Candel from the offering are expected to be $100 million, before deducting underwriting discounts and commissions and other offering expenses. The offering is expected to close on or about February 23, 2026, subject to customary closing conditions. In addition, Candel has granted the underwriters a 30-day option to purchase up to 2,752,293 additional shares of its common stock at the public offering price, less the underwriting discount.

Candel intends to use the net proceeds from the offering to complete critical launch readiness, medical affairs, pre-commercialization, and commercial activities for aglatimagene besadenovec (CAN-2409 or aglatimagene) in early, localized prostate cancer, ongoing development costs related to the phase 3 trial of aglatimagene in non-small cell lung cancer (NSCLC), and for general corporate purposes.

Citigroup, Cantor, and Stifel are acting as joint bookrunning managers for the offering. LifeSci Capital is acting as lead manager for the offering. H.C. Wainwright & Co. and Brookline Capital Markets, a division of Arcadia Securities, LLC, are acting as co-managers for the offering.

A shelf registration statement on Form S-3 relating to the shares of common stock offered in the public offering described above was filed with the Securities and Exchange Commission (the SEC) on August 14, 2025 and declared effective by the SEC on August 22, 2025. The offering is being made only by means of a written prospectus and prospectus supplement that form a part of the registration statement. A preliminary prospectus supplement and accompanying prospectus relating to the offering has been filed with the SEC and is available on the SEC’s website at www.sec.gov. A final prospectus supplement and accompanying prospectus will be filed with the SEC. When available, copies of the final prospectus supplement and the accompanying prospectus may also be obtained by contacting Citigroup Global Markets Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, telephone: 1-800-831-9146; Cantor Fitzgerald & Co., Attention: Equity Capital Markets, 110 E. 59th Street, 6th Floor, New York, New York 10022 , or by email at prospectus@cantor.com; or Stifel, Nicolaus & Company, Incorporated, Attention: Prospectus Department, One Montgomery Street, Suite 3700, San Francisco, California 94104, by telephone at (415) 364-2720 or by email at syndprospectus@stifel.com.

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

About Candel Therapeutics

Candel is a clinical-stage biopharmaceutical company focused on developing off-the-shelf multimodal biological immunotherapies that elicit an individualized, systemic anti-tumor immune response to help patients fight cancer. Candel has established two clinical-stage multimodal biological immunotherapy platforms based on novel, genetically modified adenovirus and herpes simplex virus (HSV) gene constructs, respectively. Aglatimagene is the lead product candidate from the adenovirus platform. The Company recently completed successful phase 2a clinical trials of aglatimagene in NSCLC and pancreatic ductal adenocarcinoma (PDAC), and a pivotal, placebo-controlled, phase 3 clinical trial of aglatimagene in localized prostate cancer, conducted under a Special Protocol Assessment agreed with the U.S. Food and Drug Administration (FDA). The FDA also granted Fast Track Designation and Regenerative Medicine Advanced Therapy Designation to aglatimagene for the treatment of newly diagnosed, localized prostate cancer in patients with intermediate- to high-risk disease, Fast Track Designation in NSCLC, and both Fast Track Designation and Orphan Drug Designation for the treatment of PDAC.

Linoserpaturev is the lead product candidate from the HSV platform and is currently in an ongoing phase 1b clinical trial in recurrent high-grade glioma. Finally, Candel’s enLIGHTEN™ Discovery Platform is a systematic, iterative HSV-based discovery platform leveraging human biology and advanced analytics to create new viral immunotherapies for solid tumors.

Forward-Looking Statements

Various statements in this release concerning the timing and completion of the public offering on the anticipated terms or at all may constitute forward-looking statements for the purposes of the safe harbor provisions under the Private Securities Litigation Reform Act of 1995, as amended, and other federal securities laws. All such forward-looking statements are based on management’s current expectations of future events and are subject to a number of substantial risks and uncertainties, many of which are outside Candel’s control, that could cause actual results to differ materially and adversely from those set forth in or implied by such forward-looking statements. These risks and uncertainties include fluctuations in Candel’s stock price, changes in market conditions and satisfaction of customary closing conditions related to the public offering, as well as those risks more fully discussed in the section entitled “Risk Factors” in the prospectus supplement and registration statement referenced above, Candel’s Annual Report on Form 10-K for the year ended December 31, 2024, filed on March 13, 2025 with the SEC and subsequent filings with the SEC including Candel’s Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. There can be no assurance that Candel will be able to complete the public offering on the anticipated terms. Accordingly, you should not place undue reliance on these forward-looking statements. All such statements speak only as of the date made, and Candel undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, unless required by law.

Investor Contact:
Theodore Jenkins  
VP, Investor Relations and Business Development 
Candel Therapeutics, Inc. 
tjenkins@candeltx.com

Media Contact:
Ben Shannon
Vice President
ICR Westwicke
CandelPR@westwicke.com

FAQ

How many shares did Candel (CADL) offer in the February 2026 public offering?

Candel offered 18,348,624 common shares in the public offering. According to the company, there is also a 30-day underwriter option to buy up to 2,752,293 additional shares at the public offering price.

What price per share did Candel (CADL) set for the February 2026 offering?

Candel set the public offering price at $5.45 per share. According to the company, the gross proceeds from the sale of offered shares are expected to be approximately $100 million before fees and expenses.

When is the Candel (CADL) public offering expected to close?

The offering is expected to close on or about February 23, 2026. According to the company, closing remains subject to customary closing conditions and the availability of a final prospectus supplement.

How will Candel (CADL) use proceeds from the February 2026 offering?

Candel intends to use net proceeds to fund launch readiness and pre-commercial activities for CAN-2409. According to the company, proceeds will also support the phase 3 NSCLC program and general corporate purposes.

Which banks are managing Candel's (CADL) February 2026 public offering?

Citigroup, Cantor, and Stifel are joint bookrunning managers for the offering. According to the company, LifeSci Capital is lead manager, with H.C. Wainwright and Brookline Capital Markets acting as co-managers.

Is there a registration statement supporting Candel's (CADL) February 2026 offering?

Yes, a shelf registration on Form S-3 was filed August 14, 2025 and declared effective August 22, 2025. According to the company, the offering is made only by the prospectus and prospectus supplement filed with the SEC.