Dianthus Therapeutics, Inc. Announces Closing of its Upsized $288 Million Underwritten Public Offering Including Full Exercise of Underwriters’ Option to Purchase Additional Shares

Rhea-AI Summary

Dianthus Therapeutics (NASDAQ: DNTH), a clinical-stage biotech company, has successfully closed its upsized public offering, raising approximately $288 million in gross proceeds. The offering included 7,627,879 shares of common stock at $33.00 per share, with underwriters fully exercising their option for an additional 1,140,000 shares.

The company also offered pre-funded warrants for 1,112,121 shares at $32.999 per warrant with a $0.001 exercise price. The proceeds will support Dianthus's preclinical and clinical development activities, working capital, and general corporate purposes. The offering was managed by Jefferies, TD Cowen, Evercore ISI, and Stifel, with LifeSci Capital as lead manager.

Positive

• Successfully raised $288 million in gross proceeds through public offering
• Full exercise of underwriters' option indicates strong demand
• Proceeds will advance preclinical and clinical development activities

Negative

• Potential dilution for existing shareholders
• Additional shares and warrants may create selling pressure

Insights

Biotechnology Investment Analyst

Dianthus secured $288M through public offering, significantly strengthening its financial position to advance autoimmune disease therapies.

Dianthus Therapeutics has successfully closed an upsized public offering that raised $288 million in gross proceeds, significantly bolstering the company's financial position. The offering included 7,627,879 shares of common stock at $33.00 per share and pre-funded warrants for an additional 1,112,121 shares at $32.999 each.

This capital raise represents a substantial financial milestone for Dianthus, a clinical-stage biotech focused on developing antibody complement therapeutics for severe autoimmune diseases. The offering was sufficiently attractive to investors that underwriters fully exercised their option to purchase an additional 1,140,000 shares, indicating strong market demand.

The proceeds will directly fund Dianthus's critical research and development activities, supporting both preclinical and clinical development programs. For a clinical-stage biotech, this level of funding typically provides an extended operational runway of 18-24 months, depending on the pace of clinical trials and development programs.

The involvement of major investment banks as joint book-running managers—Jefferies, TD Cowen, Evercore ISI, and Stifel—lends additional credibility to this offering. This substantial cash infusion strengthens Dianthus's position to advance its therapeutic pipeline without immediate financing concerns, potentially accelerating its path toward late-stage clinical trials and eventual commercialization of its autoimmune disease therapies.

NEW YORK and WALTHAM, Mass., Sept. 11, 2025 (GLOBE NEWSWIRE) -- Dianthus Therapeutics, Inc. (Nasdaq: DNTH), a clinical-stage biotechnology company dedicated to advancing the next generation of antibody complement therapeutics to treat severe autoimmune diseases (“Dianthus” or the “Company”), today announced that it closed its previously announced underwritten public offering of 7,627,879 shares of its common stock, including the full exercise by the underwriters of their option to purchase an additional 1,140,000 shares, at a public offering price of $33.00 per share, and, in lieu of common stock to certain investors, pre-funded warrants to purchase up to 1,112,121 shares of its common stock at a public offering price of $32.999 per pre-funded warrant. The pre-funded warrants have an exercise price of $0.001 per share and are exercisable immediately. The aggregate gross proceeds to Dianthus from the offering were approximately $288 million before deducting underwriting discounts and commissions and other offering expenses payable by Dianthus. All of the securities were offered by Dianthus.

Dianthus intends to use the net proceeds from this offering to advance the Company’s preclinical and clinical development activities, as well as for working capital and general corporate purposes.

Jefferies, TD Cowen, Evercore ISI and Stifel acted as joint book-running managers for the offering. LifeSci Capital also acted as lead manager for the offering.

A shelf registration statement relating to these securities was filed with the Securities and Exchange Commission (“SEC”) and became effective on October 9, 2024. This offering was made only by means of a written prospectus, including a prospectus supplement, forming a part of an effective registration statement. A final prospectus supplement and accompanying prospectus relating to the offering have been filed with the SEC and are available on the SEC’s website, located at www.sec.gov., and may also be obtained from: Jefferies LLC, Attention: Equity Syndicate Prospectus Department, 520 Madison Avenue, New York, NY 10022, by telephone at (877) 821-7388, or by email at Prospectus_Department@Jefferies.com; TD Securities (USA) LLC, 1 Vanderbilt Avenue, New York, NY 10017, by telephone at (855) 495-9846, or by email at TD.ECM_Prospectus@tdsecurities.com; Evercore Group L.L.C., Attention: Equity Capital Markets, 55 East 52nd Street, 35th Floor, New York, NY 10055, by telephone at (888) 474-0200, or by email at ecm.prospectus@evercore.com; or Stifel, Nicolaus & Company, Incorporated, Attention: Syndicate, One Montgomery Street, Suite 3700, San Francisco, CA 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, 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 any such state or jurisdiction.

About Dianthus Therapeutics

Dianthus Therapeutics is a clinical-stage biotechnology company dedicated to designing and delivering novel, best-in-class monoclonal antibodies with improved selectivity and potency. Based in New York City and Waltham, Mass., Dianthus is comprised of an experienced team of biotech and pharma executives who are leading the development of next-generation antibody complement therapeutics, aiming to deliver transformative medicines for people living with severe autoimmune and inflammatory diseases.

Cautionary Statement Regarding Forward-Looking Statements

Certain statements in this press release, other than purely historical information, may constitute “forward-looking statements” within the meaning of the federal securities laws, including for purposes of the safe harbor provisions under the United States Private Securities Litigation Reform Act of 1995, express or implied statements regarding Dianthus’ expectations regarding the use of proceeds from the public offering and the potential value and clinical benefit of the Company’s product candidates. The words “opportunity,” “potential,” “milestones,” “runway,” “will,” “anticipate,” “achieve,” “near-term,” “catalysts,” “pursue,” “pipeline,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “might,” “plan,” “possible,” “predict,” “project,” “should,” “strive,” “would,” “aim,” “target,” “commit,” and similar expressions (including the negatives of these terms or variations of them) generally identify forward-looking statements, but the absence of these words does not mean that statement is not forward looking.

Actual results could differ materially from those included in the forward-looking statements due to various factors, risks and uncertainties, including, but not limited to, that preclinical testing of claseprubart and data from clinical trials may not be predictive of the results or success of ongoing or later clinical trials, that the development of claseprubart or the Company's other compounds may take longer and/or cost more than planned, that the Company may be unable to successfully complete the clinical development of the Company’s compounds, that the Company may be delayed in initiating, enrolling or completing its planned clinical trials, and that the Company's compounds may not receive regulatory approval or become commercially successful products. These and other risks and uncertainties are identified under the heading "Risk Factors" included in the Company’s Annual Report on Form 10-K for the period ended December 31, 2024, and other filings that the Company has made and may make with the SEC in the future. Nothing in this press release should be regarded as a representation by any person that the forward-looking statements set forth herein will be achieved or that any of the contemplated results of such forward-looking statements will be achieved.

The forward-looking statements in this press release speak only as of the date they are made and are qualified in their entirety by reference to the cautionary statements herein. Dianthus undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law.

Contact
Jennifer Davis Ruff
Dianthus Therapeutics
jdavisruff@dianthustx.com

FAQ

How much did Dianthus Therapeutics (DNTH) raise in its September 2025 public offering?

Dianthus Therapeutics raised $288 million in gross proceeds through an upsized public offering of common stock and pre-funded warrants.

What was the price per share for DNTH's public offering?

The public offering price was $33.00 per share for common stock and $32.999 for pre-funded warrants.

How many shares were offered in Dianthus Therapeutics' public offering?

The offering included 7,627,879 shares of common stock (including 1,140,000 additional shares from the underwriters' option) and pre-funded warrants for 1,112,121 shares.

What will DNTH use the proceeds for?

Dianthus will use the net proceeds to advance their preclinical and clinical development activities, as well as for working capital and general corporate purposes.

Who were the underwriters for Dianthus Therapeutics' public offering?

Jefferies, TD Cowen, Evercore ISI, and Stifel acted as joint book-running managers, with LifeSci Capital as lead manager.