Eupraxia Pharmaceuticals Announces Closing of US$63.2 Million Public Offering Including Full Exercise of Underwriter Option

Rhea-AI Summary

Eupraxia Pharmaceuticals (NASDAQ:EPRX) announced the closing of a public offering on Feb 20, 2026 raising approximately US$63.2 million gross from 7,607,145 common shares and pre-funded warrants, including full exercise of the underwriter option. Proceeds will fund EP-104GI clinical development, manufacturing, R&D and corporate purposes.

Positive

• Gross proceeds of approximately US$63.2 million
• 7,607,145 common shares issued, including full exercise of underwriter option
• Proceeds allocated to EP-104GI Phase 2, Phase 3 preparations, and preclinical studies
• Use of funds includes manufacturing, commercial readiness, and expanded GI indications

Negative

• Issuance of 7,607,145 common shares plus 1,428,571 pre-funded warrants may dilute existing shareholders
• Underwriting commissions and offering expenses will reduce the net proceeds available for programs

Key Figures

Gross proceeds: US$63.2 million Common shares offered: 7,607,145 shares Common share price: US$7.00 per share +5 more

8 metrics

Gross proceeds US$63.2 million Public offering closing

Common shares offered 7,607,145 shares Public offering

Common share price US$7.00 per share Offering price to public

Pre-funded warrants 1,428,571 warrants In lieu of common shares

Pre-funded warrant price US$6.99999 Per pre-funded warrant

Warrant exercise price C$0.000001 per share Pre-funded warrant exercise

Form F-10 effective date February 7, 2024 U.S. registration statement

Base Prospectus date February 5, 2024 Canadian short form base

Market Reality Check

Price: $8.12 Vol: Volume 136,964 vs 20-day ...

low vol

$8.12 Last Close

Volume Volume 136,964 vs 20-day average 221,767 (relative volume 0.62). low

Technical Trading above 200-day MA of 5.92 with price at 8.12, near 52-week high 9.32.

Peers on Argus

EPRX moved up 5.91% while momentum peers were mixed: NTHI up 15.81%, TLSA down 6...

1 Up 1 Down

EPRX moved up 5.91% while momentum peers were mixed: NTHI up 15.81%, TLSA down 6.43%, indicating a stock‑specific reaction to the offering news.

Previous Offering Reports

5 past events · Latest: Feb 19 (Negative)

Same Type Pattern 5 events

Date	Event	Sentiment	Move	Catalyst
Feb 19	Offering priced	Negative	-4.5%	Pricing of ~US$55M equity offering including common shares and pre-funded warrants.
Feb 18	Offering proposed	Negative	-0.8%	Announcement of proposed public offering under existing shelf documentation.
Sep 24	Prior offering close	Negative	-1.2%	Closing of US$80.5M public offering including full underwriter option exercise.
Sep 22	Prior offering priced	Positive	+11.6%	Pricing of US$70M offering at US$5.50 per share with underwriter option.
Sep 22	Prior offering proposed	Positive	+11.6%	Proposed equity raise to fund EP-104GI and broader development programs.

Pattern Detected

Offering-related news has produced mixed reactions: three negative and two strong positive moves, but all moves have been directionally consistent with the tone of each pricing/closing update.

Recent Company History

Recent history shows Eupraxia repeatedly accessing equity markets to fund EP-104GI. On Sep 22–24, 2025, proposed and priced offerings around US$70–80.5M produced double‑digit up moves on pricing but a modest decline on closing. In Feb 2026, proposed and priced offerings on Feb 18–19 for about US$55M led to small share price declines. Today’s closing of the US$63.2M financing extends that pattern of sizeable raises primarily directed to EP-104GI development and broader pipeline funding.

Historical Comparison

+3.3% avg move · Past offering headlines saw an average move of 3.32%. Today’s 5.91% reaction to the closing sits abo...

offering

+3.3%

Average Historical Move offering

Past offering headlines saw an average move of 3.32%. Today’s 5.91% reaction to the closing sits above that typical magnitude for EPRX financings.

The company has repeatedly used equity offerings to fund EP-104GI development, from proposed and priced raises in Sep 2025 to the latest Feb 2026 financing, supporting a continued advance toward later-stage trials and commercialization activities.

Market Pulse Summary

This announcement confirms the closing of a US$63.2 million public offering, adding cash to support ...

Analysis

This announcement confirms the closing of a US$63.2 million public offering, adding cash to support EP-104GI through preclinical work, Phase 2 trials, Phase 3 preparation, and commercial readiness. Historically, Eupraxia has relied on similar offerings to advance its lead program and broader pipeline. Investors may focus on how efficiently these funds translate into clinical milestones, regulatory submissions, and manufacturing scale-up, while tracking any further capital raises and the balance between growth initiatives and shareholder dilution.

Key Terms

pre-funded warrants, registration statement, form f-10, prospectus supplement, +4 more

8 terms

pre-funded warrants financial

"and pre-funded warrants to purchase up to 1,428,571 Common Shares in lieu thereof"

Pre-funded warrants are financial instruments that give investors the right to purchase a company's stock at a set price, but with most or all of the purchase price paid upfront. They function like a coupon or gift card for stock, allowing investors to buy shares later at a fixed price, which can be beneficial if they want to avoid future price increases. This makes them important for investors seeking flexibility and certainty in their investment plans.

registration statement regulatory

"The Offering was made pursuant to a U.S. registration statement on Form F-10"

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.

form f-10 regulatory

"registration statement on Form F-10, declared effective by the U.S. Securities"

Form F-10 is a standardized prospectus document filed with Canadian securities regulators when a Canadian company offers shares or other securities to the public. It lays out the company’s business, financial results, management, and risks—like a detailed product label that helps investors compare what they’re buying and understand potential downsides. For investors, the form matters because it provides the core information needed to evaluate the safety, value and terms of a public securities offering.

prospectus supplement regulatory

"A preliminary prospectus supplement and a final prospectus supplement"

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.

phase 2 clinical trials medical

"including the completion of ongoing preclinical studies, and Phase 2 clinical trials"

Phase 2 clinical trials are mid-stage tests of a new treatment in a larger group of patients to assess whether it works and to further evaluate safety and dosing. Think of it like a more serious test drive after basic checks: success suggests the treatment has real potential and justifies larger, more expensive late-stage trials, which can increase a drug developer’s value to investors, while failure often leads to sharp declines in outlook.

phase 3 clinical trial medical

"preparations for a Phase 3 clinical trial including the related regulatory submissions"

A phase 3 clinical trial is a large-scale study that tests a new medical treatment or drug to determine if it is safe and effective for widespread use. It often involves hundreds or thousands of participants and compares the new treatment to existing options or a placebo. For investors, the results of this phase are crucial, as successful outcomes can lead to regulatory approval and commercial success, while failures may halt development.

eosinophilic esophagitis medical

"development milestones with EP-104GI for eosinophilic esophagitis, and make meaningful progress"

A chronic allergic condition in which a type of white blood cell builds up in the tube that carries food from the mouth to the stomach, causing inflammation, difficulty swallowing and chest or throat pain; think of it as sticky residue narrowing a pipe. It matters to investors because prevalence, diagnostic rates and treatment options drive demand for drugs, tests and procedures, and clinical or regulatory news can quickly change revenue and valuation for healthcare companies working on therapies or diagnostics.

underwriter option financial

"includes the full exercise of the option to purchase additional shares granted to the underwriters"

An underwriter option is a short-term right given to the investment banks that manage a public stock or bond offering to buy a limited number of additional shares or bonds at the offering price. It acts like a safety valve: if demand is stronger than expected the underwriter can buy extra units to meet orders and help prevent price swings, while investors watch it because exercising the option increases supply and can dilute existing holders.

AI-generated analysis. Not financial advice.

VICTORIA, British Columbia, Feb. 20, 2026 (GLOBE NEWSWIRE) -- Eupraxia Pharmaceuticals Inc. (“Eupraxia” or the “Company”) (NASDAQ:EPRX) (TSX:EPRX), a clinical-stage biotechnology company leveraging its proprietary Diffusphere™ technology designed to optimize local, controlled drug delivery for applications with significant unmet need, is pleased to announce the successful closing of its previously announced public offering (the "Offering") of 7,607,145 common shares of the Company (the “Common Shares"), which includes the full exercise of the option to purchase additional shares granted to the underwriters, at a price to the public of US$7.00 per Common Share, and pre-funded warrants to purchase up to 1,428,571 Common Shares in lieu thereof (the “Pre-Funded Warrants”) at a price of US$6.99999 per Pre-Funded Warrant, which equals the public offering price per Common Share less the C$0.000001 per share exercise price of each Pre-Funded Warrant, for gross proceeds of approximately US$63.2 million, before deducting the underwriting commissions and estimated expenses incurred in connection with the Offering.

“We are pleased to complete this financing, allowing us to significantly expand our pipeline, reach several additional development milestones with EP-104GI for eosinophilic esophagitis, and make meaningful progress towards commercial readiness,” said James Helliwell, CEO of Eupraxia. “We appreciate the support from both existing and new investors as we execute our mission and pursue the next phase of growth for Eupraxia.”

Cantor and LifeSci Capital acted as joint book-running managers for the Offering. Bloom Burton and Craig-Hallum also acted as co-managers for the Offering.

As previously stated, the Company intends to use the net proceeds from the Offering primarily for the continued advancement of EP-104GI for Eosinophilic Esophagitis, including the completion of ongoing preclinical studies, and Phase 2 clinical trials, preparations for a Phase 3 clinical trial including the related regulatory submissions, and manufacturing activities, and to undertake the necessary commercial/market development activities to prepare for the eventual product launch. The Company also intends to use a portion of the proceeds to accelerate and expand its plans to pursue clinical studies with EP-104GI in multiple additional gastrointestinal indications, including in esophageal strictures and fibrostenotic Crohn’s disease. A portion of the proceeds will be allocated to research and development of additional pipeline candidates, business development initiatives, and general corporate purposes, which may include but are not limited to employee salaries, working capital, leases for facilities, administrative expenses, and capital expenditures. The Company may also use a portion of the proceeds to expand its intellectual property portfolio and strengthen its corporate infrastructure to support future growth.

The Offering was made pursuant to a U.S. registration statement on Form F-10, declared effective by the U.S. Securities and Exchange Commission (the "SEC") on February 7, 2024, and the Company's existing Canadian short form base shelf prospectus, (the "Base Prospectus") dated February 5, 2024. A preliminary prospectus supplement and a final prospectus supplement (the “Supplement”) relating to and describing the terms of the Offering were filed with the securities commissions in all of the provinces and territories of Canada, except Quebec, and with the SEC in the United States. The Supplement and accompanying Base Prospectus contain important detailed information about the Offering.

The Supplement and accompanying Base Prospectus can be found on SEDAR+ at www.sedarplus.ca and on EDGAR at www.sec.gov. Copies of the Supplement and accompanying Base Prospectus may also be obtained from Cantor Fitzgerald & Co., Attention: Capital Markets, 110 East 59th Street, 6th Floor, New York, New York 10022, or by email at prospectus@cantor.com, from LifeSci Capital LLC at 1700 Broadway, 40^th Floor, New York, New York 10019, or by email at compliance@lifescicapital.com, or from Bloom Burton Securities Inc. at ecm@bloomburton.com, or from Craig-Hallum Capital Group LLC, Attention: Equity Capital Markets, 323 North Washington Ave., Suite 300, Minneapolis, MN 55401, or by telephone at (612) 334-6300, or by email at prospectus@chlm.com.

This news 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 province, state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such province, state or jurisdiction.

About Eupraxia Pharmaceuticals Inc.

Eupraxia is a clinical-stage biotechnology company focused on the development of locally delivered, extended-release products that have the potential to address therapeutic areas with high unmet medical need. Diffusphere™, a proprietary, polymer-based micro-sphere technology, is designed to facilitate targeted drug delivery of both existing and novel drugs.

Notice Regarding Forward-looking Statements and Information

This news release includes forward-looking statements and forward-looking information within the meaning of applicable securities laws. Often, but not always, forward-looking information can be identified by the use of words such as "plans", "is expected", "expects", "suggests", "scheduled", "intends", "contemplates", "anticipates", "believes", "proposes", "potential" or variations (including negative and grammatical variations) of such words and phrases, or statements that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. Forward-looking statements in this news release include statements regarding the anticipated use of proceeds from the Offering; expectations around the expansion of the Company’s pipeline, additional development milestones with EP-104GI for eosinophilic esophagitis, and meaningful progress towards commercial readiness; expected capitalization into the first quarter of 2028; and the potential for the Company’s technology to impact the drug delivery process. Such statements and information are based on the current expectations of Eupraxia's management, and are based on assumptions, including but not limited to: future research and development plans for the Company proceeding substantially as currently envisioned; industry growth trends, including with respect to projected and actual industry sales; the Company's ability to obtain positive results from the Company's research and development activities, including clinical trials; and the Company's ability to protect patents and proprietary rights. Although Eupraxia's management believes that the assumptions underlying these statements and information are reasonable, they may prove to be incorrect. The forward-looking events and circumstances discussed in this news release may not occur by certain dates or at all and could differ materially as a result of known and unknown risk factors and uncertainties affecting Eupraxia, including, but not limited to: risks and uncertainties related to the Company's limited operating history; the Company's novel technology with uncertain market acceptance; if the Company breaches any of the agreements under which it licenses rights to its product candidates or technology from third parties, the Company could lose license rights that are important to its business; the Company's current license agreement may not provide an adequate remedy for its breach by the licensor; the Company's technology may not be successful for its intended use; the Company's future technology will require regulatory approval, which is costly and the Company may not be able to obtain it; the Company may fail to obtain regulatory approvals or only obtain approvals for limited uses or indications; the Company's clinical trials may fail to demonstrate adequately the safety and efficacy of its product candidates at any stage of clinical development; the Company may be required to suspend or discontinue clinical trials due to side effects or other safety risks; the Company completely relies on third parties to provide supplies and inputs required for its product candidates and services; the potential impact of tariffs on the cost of the Company’s active pharmaceutical ingredients and clinical supplies of EP-104IAR and EP-104GI; the Company relies on external contract research organizations to provide clinical and non-clinical research services; the Company may not be able to successfully execute its business strategy; the Company will require additional financing, which may not be available; any therapeutics the Company develops will be subject to extensive, lengthy and uncertain regulatory requirements, which could adversely affect the Company's ability to obtain regulatory approval in a timely manner, or at all; the impact of health pandemics or epidemics on the Company's operations; the Company's restatement of its consolidated financial statements, which may lead to additional risks and uncertainties, including loss of investor confidence and negative impacts on the Company's common share price; and other risks and uncertainties described in more detail in Eupraxia's public filings on SEDAR+ (sedarplus.ca) and EDGAR (sec.gov). Although Eupraxia has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements and information, there may be other factors that cause actions, events or results to differ from those anticipated, estimated or intended. No forward-looking statement or information can be guaranteed. Except as required by applicable securities laws, forward-looking statements and information speak only as of the date on which they are made and Eupraxia undertakes no obligation to publicly update or revise any forward-looking statement or information, whether as a result of new information, future events or otherwise.

For investor and media inquiries, please contact:
James Meikle, Eupraxia Pharmaceuticals Inc.
236.330.7084
jmeikle@eupraxiapharma.com

or

Kevin Gardner, on behalf of:
Eupraxia Pharmaceuticals Inc.
617.283.2856
kgardner@lifesciadvisors.com

SOURCE Eupraxia Pharmaceuticals Inc.

FAQ

How much did Eupraxia (EPRX) raise in the Feb 20, 2026 public offering?

Eupraxia raised approximately US$63.2 million gross from the offering. According to the company, proceeds came from 7,607,145 common shares plus pre-funded warrants, before underwriting commissions and estimated offering expenses.

What securities were sold in the Eupraxia (EPRX) offering on Feb 20, 2026?

The offering included 7,607,145 common shares and pre-funded warrants to purchase up to 1,428,571 common shares. According to the company, the underwriter option was fully exercised.

How will Eupraxia (EPRX) use the net proceeds from the February 2026 offering?

Proceeds will primarily fund advancement of EP-104GI, including preclinical studies and Phase 2 and Phase 3 preparations. According to the company, funds also target manufacturing, expanded GI indications, R&D, business development, and general corporate purposes.

Who managed the Eupraxia (EPRX) Feb 20, 2026 public offering?

Cantor and LifeSci Capital acted as joint book-running managers for the offering. According to the company, Bloom Burton and Craig-Hallum served as co-managers.

Does the Feb 2026 offering affect Eupraxia (EPRX) shareholder dilution?

Yes; the offering issued common shares and pre-funded warrants that can increase share count and dilute existing holders. According to the company, 7,607,145 shares plus 1,428,571 pre-funded warrants were issued in the transaction.