Immix Biopharma Announces Pricing of Upsized $100 Million Underwritten Offering of Common Stock and Pre-Funded Warrants

Rhea-AI Summary

Immix Biopharma (NASDAQ:IMMX) priced an underwritten offering of 19,117,646 common shares at $5.10 each and pre-funded warrants to purchase 490,196 shares at $5.09 per warrant, for expected gross proceeds of $100 million.

The offering is expected to close on or about December 9, 2025, subject to customary closing conditions. Immix intends to use net proceeds to fund NXC-201 development, working capital and general corporate purposes, and says cash plus expected CIRM grant disbursements should fund operations into mid-2027. Morgan Stanley is sole book-runner; Citizens Capital Markets and Mizuho are co-managers. Securities are offered under a Form S-3 shelf registration.

Positive

• $100 million gross proceeds expected from the offering
• Proceeds earmarked to fund NXC-201 development
• Company expects runway into mid-2027 including CIRM grant

Negative

• 19,607,842 total shares/warrants issued may dilute shareholders
• Closing is subject to customary conditions, not guaranteed

Key Figures

Gross offering proceeds $100,000,000 Underwritten registered offering of common stock and pre-funded warrants

Common shares offered 19,117,646 shares Underwritten registered offering at $5.10 per share

Pre-funded warrants 490,196 warrants Pre-funded warrants to purchase common stock at $5.09 per warrant

Offering price per share $5.10 Price to the public for common stock in the offering

Pre-funded warrant price $5.09 Price to the public per pre-funded warrant

Pre-funded warrant exercise $0.01 per share Exercise price for each pre-funded warrant share

Q3 2025 net loss $7,585,692 Net loss for the quarter ended September 30, 2025 (Form 10-Q)

Cash and equivalents $15,947,308 Cash and cash equivalents at September 30, 2025 (Form 10-Q)

Market Reality Check

$5.56 Last Close

Volume Volume 1,106,692 is 1.73x the 20-day average of 639,575, indicating elevated pre-offering activity. high

Technical Shares trade above the 200-day MA of 2.43 and sit 0.18% below the 52-week high of 5.57, up 314.93% from the 52-week low of 1.34.

Peers on Argus

IMMX gained 13.93% while peers showed mixed, more modest moves (e.g., BYSI +5.29%, OSTX +1.59%, ACET -0.15%, IGMS -2.31%, NRXP -2.48%). This points to a stock-specific reaction rather than a broad biotech rotation.

Historical Context

Date	Event	Sentiment	Move	Catalyst
Nov 12	Executive appointment	Positive	+15.2%	Hired Chief Commercial Officer to lead planned NXC-201 U.S. launch.
Nov 03	Clinical data update	Positive	-4.2%	Interim NEXICART-2 trial results selected for ASH 2025 oral presentation.
Oct 14	Conference participation	Neutral	-0.8%	Participation and meetings at Guggenheim Healthcare Innovation Conference.
Oct 06	Conference abstract	Positive	+9.0%	NXC-201 abstract accepted for presentation at ASH 2025 annual meeting.
Oct 01	Conference participation	Neutral	-0.5%	Planned presentation and meetings at Piper Sandler Healthcare Conference.

Pattern Detected

Recent news has mostly seen aligned price reactions, with one notable divergence on positive clinical communication.

Recent Company History

Over the last few months, Immix Biopharma has focused on advancing and positioning NXC-201. On Nov 12, 2025, the company appointed a Chief Commercial Officer to lead the U.S. launch, and the stock rose 15.17%. Earlier, interim NEXICART-2 data selected for an ASH 2025 oral presentation on Nov 3, 2025 coincided with a -4.21% move. Multiple conference and ASH abstract announcements in October produced relatively modest moves between about -0.8% and +8.98%. Against this backdrop, the current capital raise follows a period of strong clinical and commercial setup activity.

Regulatory & Risk Context

Active S-3 Shelf Registration 2025-10-06

The company has an active Form S-3 shelf registration dated 2025-10-06, expiring on 2028-10-06. The provided excerpt details holders and offering-related expenses of $20,000 each for legal and accounting and total offering costs of $46,977, but does not specify the shelf size. The shelf is noted as not effective in the context data and has 0 recorded usages before this underwritten offering.

Market Pulse Summary

This announcement details a sizable equity and pre-funded warrant financing totaling $100 million, priced at $5.10 per share and $5.09 per pre-funded warrant, to support NXC-201 and general operations. It follows recent filings showing a Q3 net loss of $7.59 million and cash of $15.95 million alongside going concern language. Investors may track use of proceeds, NXC-201 clinical milestones, and future use of the Form S-3 shelf registration when assessing dilution and funding risk.

Key Terms

pre-funded warrants financial

"pre-funded warrants to purchase 490,196 shares of common stock at a price..."

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.

shelf registration statement regulatory

"pursuant to a “shelf” registration statement on Form S-3 (File No. 333-269100)..."

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 (File No. 333-269100)..."

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 prospectus supplement and accompanying prospectus describing the terms..."

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.

book-running manager financial

"Morgan Stanley is acting as the sole book-running manager for the offering."

A book-running manager is the lead organizer responsible for coordinating a large financial sale, such as issuing new stocks or bonds. They oversee preparing all necessary documents, setting the sale’s price, and finding buyers, much like a concert promoter arranging a major event. Their role matters to investors because they help ensure the offering is successfully sold at the best possible terms.

AI-generated analysis. Not financial advice.

LOS ANGELES, CA, Dec. 07, 2025 (GLOBE NEWSWIRE) -- Immix Biopharma, Inc. (“ImmixBio”, “Company”, “We” or “Us” or ”IMMX”), a global leader in relapsed/refractory AL Amyloidosis, today announced the pricing of an underwritten registered offering of 19,117,646 shares of its common stock at a price to the public of $5.10 per share, and to certain investors in lieu of common stock, pre-funded warrants to purchase 490,196 shares of common stock at a price to the public of $5.09 per pre-funded warrant, which represents the per share public offering price for the common stock, less the $0.01 per share exercise price for each such pre-funded warrant. The gross proceeds to Immix from the offering, before deducting the underwriting discounts, commissions and other offering expenses, are expected to be $100 million. The offering is expected to close on or about December 9, 2025, subject to the satisfaction of customary closing conditions.

Immix intends to use the net proceeds from this offering, together with its existing cash and cash equivalents to fund NXC-201 development and for working capital and general corporate purposes. Immix believes that the net proceeds from the offering, together with its existing cash and cash equivalents, and expected disbursements under the Company’s CIRM grant will be sufficient to meet the Company’s operational needs into mid-2027.

Morgan Stanley is acting as the sole book-running manager for the offering.  Citizens Capital Markets and Mizuho are acting as co-managers for the offering.

The securities in the registered offering are being offered and sold pursuant to a “shelf” registration statement on Form S-3 (File No. 333-269100), including a base prospectus, filed with the U.S. Securities and Exchange Commission (the “SEC”) on January 3, 2023, and declared effective on January 11, 2023. A prospectus supplement and accompanying prospectus describing the terms of the registered offering will be filed with the SEC and will be available on its website at www.sec.gov. Copies of the prospectus supplement and the accompanying prospectus relating to the offering, when available, may also be obtained from: Morgan Stanley & Co. LLC, attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, New York 10014, by phone: 1-866-718-1649 or by email: prospectus@morganstanley.com.

This press release shall 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 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 Immix Biopharma, Inc.
Immix Biopharma, Inc. (ImmixBio) (Nasdaq: IMMX) is a global leader in relapsed/refractory AL Amyloidosis. AL Amyloidosis is a devastating disease where the immune system, that’s supposed to protect, instead produces toxic light chains, clogging up the heart, kidney and liver, causing organ failure and death. Our lead candidate is sterically-optimized BCMA-targeted chimeric antigen receptor T (CAR-T) cell therapy NXC-201 with a “digital filter” that is designed to filter out non-specific activation. NXC-201 teaches the immune system to recognize and eliminate the source of the toxic light chains.  NXC-201 is being evaluated in the U.S. multi-center study for relapsed/refractory AL Amyloidosis NEXICART-2 (NCT06097832), with a registrational design.  NXC-201 has been awarded Regenerative Medicine Advanced Therapy (RMAT) by the US FDA and Orphan Drug Designation (ODD) by FDA and in the EU by the EMA.

Forward Looking Statements
This press release contains forward-looking statements regarding Immix Biopharma, Inc., its results of operations, prospects, future business plans and operations and the matters discussed above, including, but not limited to, statements relating to the offering, including the timing of the closing of the offering, the anticipated use of proceeds therefrom, the Company’s cash runway, the potential benefits of our product candidate CAR-T NXC-201 and the timing and results related to clinical trials. These statements involve risks and uncertainties, and actual results may differ materially from any future results expressed or implied by the forward-looking statements. Forward-looking statements also include, but are not limited to, our plans, objectives, expectations and intentions and other statements that contain words such as “expects”, “contemplates”, “anticipates”, “plans”, “intends”, “believes”, “estimates”, “potential”, and variations of such words or similar expressions that convey the uncertainty of future events or outcomes, or that do not relate to historical matters. Those forward-looking statements involve known and unknown risks, uncertainties and other factors that could cause actual results to differ materially. Among those factors are: (i) the risk that the further data from the ongoing Phase 1/2 clinical trials for CAR-T NXC-201 will not be favorably consistent with the data readouts to date, (ii) the risk that the Company may not be able to continue the NEXICART-2 multi-site U.S. Phase 1/2 clinical trial; (iii) the risk that the Company may not be able to advance to registration-enabling studies for CAR-T NXC-201 or other product candidates, (iv) that success in early phases of pre-clinical and clinicals trials do not ensure later clinical trials will be successful; (v) that no drug product developed by the Company has received FDA pre-market approval or otherwise been incorporated into a commercial drug product, (vi) the risk that the Company may not be able to obtain additional working capital with which to continue the clinical trials for CAR-T NXC-201, or advance to the initiation of registration-enabling studies, for such product candidates as and when needed and (vii) those other risks disclosed in the section “Risk Factors” included in the Company’s Annual Report on Form 10-K filed with the SEC on March 25, 2025 and other periodic or current reports subsequently filed with the Securities and Exchange Commission. These reports are available at www.sec.gov. Immix Biopharma cautions that the foregoing list of important factors is not complete. Immix Biopharma cautions readers not to place undue reliance on any forward-looking statements. Immix Biopharma does not undertake, and specifically disclaims, any obligation to update or revise such statements to reflect new circumstances or unanticipated events as they occur, except as required by law. If we update one or more forward-looking statements, no inference should be drawn that we will make additional updates with respect to those or other forward-looking statements.

Contacts
Mike Moyer
LifeSci Advisors
mmoyer@lifesciadvisors.com

Company Contact
irteam@immixbio.com

FAQ

What did Immix Biopharma (IMMX) announce on December 7, 2025?

Immix priced an offering of 19,117,646 common shares and 490,196 pre-funded warrants to raise expected gross proceeds of $100 million.

How much is Immix (IMMX) selling shares for in the offering?

Common stock is priced at $5.10 per share and pre-funded warrants at $5.09 each.

When is the Immix (IMMX) offering expected to close?

The offering is expected to close on or about December 9, 2025, subject to customary closing conditions.

How will Immix (IMMX) use the net proceeds from the offering?

Proceeds will fund NXC-201 development, and provide working capital and general corporate purposes.

Will the offering materially extend Immix's cash runway?

The company states that combined proceeds, cash, and expected CIRM grant disbursements should fund operations into mid-2027.

Who is leading the Immix (IMMX) offering?

Morgan Stanley is the sole book-running manager; Citizens Capital Markets and Mizuho are co-managers.