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Elicio Therapeutics Announces Pricing of $15 Million Registered Direct Offering

(Very High)
(Positive)
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Elicio Therapeutics (Nasdaq: ELTX) priced a registered direct offering of 4,380,313 common shares, led by two new institutional investors and a large existing shareholder. The deal is expected to raise about $15 million in gross proceeds, closing around July 6, 2026, subject to customary conditions.

According to Elicio, net proceeds plus existing cash will primarily fund planned Phase 1 development of ELI-002 7P in metastatic PDAC, its broader pipeline and platform, and general corporate purposes.

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Positive

  • Registered direct offering to raise approximately $15 million in gross proceeds
  • Participation from two new institutional investors and a large existing shareholder
  • Proceeds earmarked to fund Phase 1 ELI-002 7P in metastatic PDAC
  • Additional capital supports pipeline, platform, and working capital needs

Negative

  • Issuance of 4,380,313 new common shares implies equity dilution for existing shareholders

Market reaction after $15 million registered direct offering: ELTX -37.35% in the Jul 2 session

-37.35%
32 alerts
-37.35% Session close to close
-33.6% Trough in 11 hr 23 min
$98.10M Market Cap
0.9x Rel. Volume

In the Jul 2 session, ELTX declined 37.35%, reflecting a significant negative market reaction. Argus tracked a trough of -33.6% from its starting point during tracking. Our momentum scanner triggered 32 alerts that day, indicating elevated trading interest and price volatility.

Data tracked by StockTitan Argus on the day of publication.

Market Context

The stock dropped -37.4% in the session following this news. A sharp decline would be consistent wit...
Analysis

The stock dropped -37.4% in the session following this news. A sharp decline would be consistent with the earlier offering event that averaged about -2.28%, as investors react to dilution risk under a $400,000,000 shelf and a sizeable new equity issue, with moderate short positioning potentially adding pressure.

Key Figures

Shares Offered: 4,380,313 shares Gross Proceeds: $15 million Offering Price: $3.43 per share +5 more
8 metrics
Shares Offered 4,380,313 shares Common stock in July 2026 registered direct offering
Gross Proceeds $15 million Expected gross proceeds from registered direct offering before fees
Offering Price $3.43 per share Price per share in July 2026 registered offering
Aggregate Offering Size $15,024,473.59 Aggregate price for 4,380,313 shares in prospectus supplement
Net Proceeds $13.6 million Estimated net proceeds after fees and expenses
Expected Closing Date July 6, 2026 Anticipated closing of registered direct offering
Shelf Registration Capacity $400,000,000 Total securities registered on Form S-3 shelf
Post-Deal Issuance Lockup 30 days Restriction on additional common stock issuance after offering closing

Previous Offering Reports

1 past event · Latest: Jan 30 (Negative)
Same Type Pattern 1 events
Date Event Sentiment 24h Move Catalyst
Jan 30 Registered direct offering Negative -2.3% $10M registered direct deal with five-year warrants under shelf registration.

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

Pattern Detected

Prior registered direct offering news for this issuer was followed by a modestly negative price reaction.

Key Terms

registered direct offering, shelf registration statement, form s-3, prospectus supplement
4 terms
registered direct offering financial
"purchase of an aggregate of 4,380,313 shares of its common stock pursuant to a registered direct offering"
A registered direct offering is a way for a company to sell new shares of its stock directly to select investors with regulatory approval. This method allows the company to raise funds quickly and efficiently without needing a public auction, similar to offering exclusive access to a limited number of buyers. For investors, it often provides an opportunity to purchase shares at a favorable price, while giving the company immediate access to capital.
shelf registration statement regulatory
"The Offering is being made pursuant to a shelf registration statement on Form S-3"
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
"shelf registration statement on Form S-3 (File No. 333-293861) initially filed"
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
"The prospectus supplement and the accompanying prospectus relating to, and describing the terms of, 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.

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

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BOSTON, July 02, 2026 (GLOBE NEWSWIRE) -- Elicio Therapeutics, Inc. (Nasdaq: ELTX) (“Elicio” or the “Company”), a clinical-stage biotechnology company developing next-generation immunotherapies for KRAS-driven cancers, today announced that it has entered into a definitive securities purchase agreement led by two new fundamental institutional investors with participation from a large existing shareholder for the purchase of an aggregate of 4,380,313 shares of its common stock pursuant to a registered direct offering (the “Offering”). The Offering is expected to result in gross proceeds of approximately $15 million, before deducting placement agents’ fees and other Offering expenses. The closing of the Offering is expected to occur on or about July 6, 2026, subject to the satisfaction of customary closing conditions. Elicio intends to use the net proceeds from the Offering, together with its existing cash, cash equivalents and marketable securities, to primarily fund the planned Phase 1 clinical development of ELI-002 7P in metastatic PDAC and Elicio’s pipeline and platform, as well as for working capital and general corporate purposes.

Titan Partners, a division of American Capital Partners, is acting as lead placement agent for the Offering. B. Riley Securities, Inc. is acting as co-placement agent for the Offering.

The Offering is being made pursuant to a shelf registration statement on Form S-3 (File No. 333-293861) initially filed with the Securities and Exchange Commission (“SEC”) on February 27, 2026, as amended on March 12, 2026, and declared effective by the SEC on March 16, 2026 (the “Registration Statement”). The shares of common stock are being offered only by means of a prospectus, including a prospectus supplement, forming a part of the effective registration statement. The prospectus supplement and the accompanying prospectus relating to, and describing the terms of, the Offering will be filed with the SEC and will be available for free on the SEC’s website at www.sec.gov. Electronic copies of the prospectus supplement and accompanying prospectus may also be obtained, when available, by contacting Titan Partners Group LLC, a division of American Capital Partners, LLC, 4 World Trade Center, 49th Floor, New York, NY 10007, by phone at (929) 833-1246 or by email at prospectus@titanpartnersgrp.com, or B. Riley Securities, Inc. at 1655 Fort Myer Drive, Suite 1200, Arlington, Virginia 22209, Attention: Syndicate Prospectus Department, by telephone at 703-312-9580 or by email at prospectuses@brileysecurities.com.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy any of the securities, nor shall there be any sale of these securities 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 ELI-002

Elicio’s lead product candidate, ELI-002, is a structurally novel investigational AMP cancer immunotherapy that targets cancers that are driven by mutations in the KRAS-gene—a prevalent driver of many human cancers. ELI-002 is comprised of two powerful components that are built with Elicio’s proprietary AMP technology consisting of AMP-modified mutant KRAS peptide antigens and ELI-004, an AMP-modified CpG oligodeoxynucleotide adjuvant that is available as an off-the-shelf subcutaneous administration.

ELI-002 7P (7-peptide formulation) was evaluated in the randomized Phase 2 AMPLIFY-7P trial in patients with mKRAS-driven pancreatic cancer (NCT05726864). The Phase 2 AMPLIFY-7P trial included patients with mKRAS-positive pancreatic cancer who completed standard therapy but remain at high risk of relapse. Based on topline results and post-hoc analyses, Elicio has refined its Phase 3 development strategy to focus on patients with lower residual disease burden and extended treatment duration. Elicio intends to initiate a Phase 1 study in metastatic PDAC designed to provide a rapid assessment of clinical activity through a focused, confirmatory study, subject to funding. Elicio plans to use the study findings to further evaluate checkpoint inhibitor combinations and help inform future development strategies in metastatic PDAC and the adjuvant PDAC Phase 3 trial. At the time of the Phase 2 AMPLIFY-7P analysis, data for overall survival remained immature. The ELI-002 7P formulation is designed to provide immune response coverage against seven of the most common KRAS mutations present in 25% of all solid tumors, thereby increasing the potential patient population for ELI-002.

About Elicio Therapeutics

Elicio Therapeutics, Inc. (Nasdaq: ELTX) is a clinical-stage biotechnology company advancing novel immunotherapies for the treatment of high-prevalence cancers, including mKRAS-positive pancreatic and colorectal cancers. Elicio intends to build on recent clinical findings in the personalized cancer immunotherapy space to develop effective, off-the-shelf immunotherapies. Elicio’s AMP technology aims to enhance the education, activation and amplification of cancer-specific T cells relative to conventional immunotherapy strategies, with the goal of promoting durable cancer immunosurveillance in patients. Elicio’s ELI-002 7P lead program is an off-the-shelf immunotherapy candidate targeting the most common KRAS mutations, which drive approximately 25% of all solid tumors. Off-the-shelf immunotherapy approaches have the potential benefits of low cost, rapid commercial scale manufacturing, and rapid availability of drug to patients, especially in neo-adjuvant settings and for prophylaxis in high-risk patients, contrary to personalized immunotherapy approaches. ELI-002 7P was evaluated in the randomized Phase 2 AMPLIFY-7P trial in patients with mKRAS-positive pancreatic cancer who completed standard therapy, but remain at high risk of relapse. Based on topline results and post-hoc analyses, Elicio has refined its Phase 3 development strategy to focus on patients with lower residual disease burden and extended treatment duration. Elicio intends to initiate a Phase 1 study in metastatic PDAC designed to provide a rapid assessment of clinical activity through a focused, confirmatory study, subject to funding. Elicio plans to use the study findings to further evaluate checkpoint inhibitor combinations and help inform future development strategies in metastatic PDAC and the adjuvant PDAC Phase 3 trial. ELI-002 also has been studied in patients with mKRAS-positive colorectal cancer in Phase 1 studies. In the future, Elicio plans to expand ELI-002 7P to other indications, including mKRAS positive lung cancer and other mKRAS positive cancers. Elicio’s pipeline includes additional off-the-shelf therapeutic cancer immunotherapy candidates, including ELI-007 and ELI-008, that target BRAF-driven cancers and p53 hotspot mutations, respectively.

Cautionary Note on Forward-Looking Statements

Certain statements contained in this communication regarding matters that are not historical facts, are forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995, known as the PSLRA. These include statements regarding Elicio’s intended use of proceeds from the Offering, the timing of the completion of the Offering, and the satisfaction of customary closing conditions for the Offering. No forward-looking statement can be guaranteed, and actual results may differ materially from those projected. Elicio undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future events or otherwise, except to the extent required by law. Elicio uses words such as “aim,” “anticipate,” “assume,” “believe,” “contemplate,” “continue,” “could,” “due,” “estimate,” “expect,” “goal,” “intend,” “may,” “objective,” “plan,” “predict,” “potential,” “positioned,” “seek,” “should,” “target,” “will,” “would,” and similar expressions to identify these forward-looking statements that are intended to be covered by the safe-harbor provisions of the PSLRA. Such forward-looking statements are based on Elicio’s expectations and involve risks and uncertainties; consequently, actual results may differ materially from those expressed or implied in the statements due to a number of factors, including, but not limited to, Elicio’s plans to develop and commercialize its product candidates, including ELI-002 7P; the timing of initiation of Elicio’s planned clinical trials; the timing of the availability of data from Elicio’s clinical trials; the timing of any planned investigational new drug application or new drug application; Elicio’s plans to research, develop and commercialize its current and future product candidates; and Elicio’s estimates regarding future revenue, expenses, capital requirements and need for additional financing.

New factors emerge from time to time, and it is not possible for Elicio to predict all such factors, nor can Elicio assess the impact of each such factor on the business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. These risks are more fully discussed under the heading “Risk Factors” in Elicio’s Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on March 12, 2026, as amended on April 29, 2026, its Quarterly Report on Form 10-Q for the quarter ended March 31, 2026, filed with the SEC on May 11, 2026, and any subsequent reports and other documents filed from time to time with the SEC. Forward-looking statements included in this release are based on information available to Elicio as of the date of this release. Elicio does not undertake any obligation to update such forward-looking statements to reflect events or circumstances after the date of this release, except to the extent required by law.

Investor Relations Contact

Brian Ritchie
LifeSci Advisors
(212) 915-2578
britchie@lifesciadvisors.com

Media Contact

Michael Fitzhugh
LifeSci Communications
(415) 269-7757
mfitzhugh@lifescicomms.com

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FAQ

What did Elicio Therapeutics (ELTX) announce on July 2, 2026 about a $15 million offering?

Elicio Therapeutics announced a registered direct offering expected to raise about $15 million in gross proceeds. According to Elicio, the transaction involves 4,380,313 common shares and is expected to close around July 6, 2026, subject to customary conditions.

How many shares are included in the Elicio Therapeutics (ELTX) registered direct offering?

The offering covers 4,380,313 shares of common stock. According to Elicio, these shares are sold under an effective Form S-3 shelf registration and are being placed with two new institutional investors and a large existing shareholder.

How will Elicio Therapeutics (ELTX) use the $15 million offering proceeds?

Elicio plans to use net proceeds primarily to fund Phase 1 development of ELI-002 7P in metastatic PDAC. According to Elicio, remaining funds and existing cash will also support its pipeline, platform work, working capital, and general corporate purposes.

When is the Elicio Therapeutics (ELTX) registered direct offering expected to close?

The offering is expected to close on or about July 6, 2026. According to Elicio, the closing remains subject to the satisfaction of customary closing conditions associated with the registered direct transaction.

What investors are participating in the Elicio Therapeutics (ELTX) $15 million offering?

The deal is led by two new fundamental institutional investors with participation from a large existing shareholder. According to Elicio, these investors are purchasing the 4,380,313 common shares in the registered direct offering.

What does the Elicio Therapeutics (ELTX) offering mean for existing shareholders?

The transaction adds about $15 million in gross capital but increases the share count by 4,380,313 shares. According to Elicio, proceeds will fund clinical development and operations, while existing holders face dilution from the new equity issuance.

Under which SEC registration is the Elicio Therapeutics (ELTX) offering being made?

The offering is conducted under a Form S-3 shelf registration statement, File No. 333-293861. According to Elicio, this registration was initially filed February 27, 2026, amended March 12, 2026, and declared effective on March 16, 2026.