Jasper Therapeutics Announces Commencement of an Offer to Purchase Outstanding Warrants

Tendered warrants will be cancelled; purchasing all outstanding warrants would require approximately $4.0 million from cash on hand.

Rhea-AI Summary

Jasper Therapeutics (JSPR) commenced an offer to purchase all outstanding warrants issued in its September 2025 offering for $0.324 each in cash. There were 12,345,707 warrants outstanding as of October 6, 2026. Jasper expects to pay approximately $4.0 million from cash on hand if all are tendered.

The company aims to reduce potential dilution by retiring and cancelling tendered warrants. Each warrant permits purchase of one common share at $2.92, subject to adjustment. The offer expires one minute after 11:59 p.m. Eastern Time on November 6, 2026, unless extended or terminated earlier. No minimum tender is required. Holders may tender any number and withdraw before expiration; untendered warrants retain their original terms.

2 points · 1 major

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1 major · 2 points

Hollow bars mark forward-looking points. How the balance works

Positive

• Major point. Forward-looking: it has not happened yet and may not happen.Jasper aims to reduce potential dilution by retiring and cancelling warrants purchased in the offer.
• Minor pointNo minimum tender requirement applies to the warrant purchase offer.

Negative

• Major point. Forward-looking: it has not happened yet and may not happen.Purchasing all outstanding warrants would require approximately $4.0 million from cash on hand. 21% of market cap
• Minor pointUntendered warrants remain outstanding, each exercisable for one common share at $2.92, subject to adjustment.

News Explained

Although the offer has commenced, it remains subject to customary conditions, including no legal action, governmental order, or material adverse change that Jasper reasonably judges would prohibit, restrict, delay, or materially impair it; Jasper may waive conditions, and the October 7 Offer to Purchase and Schedule TO set out their full terms.

Key Figures

Purchase price per warrant: $0.324 in cash Warrants outstanding: 12,345,707 warrants Maximum expected payout: Approximately $4.0 million +3 more

Purchase price per warrant

$0.324 in cash

Offer purchase price; without interest

Warrants outstanding

12,345,707 warrants

As of October 6, 2026

Maximum expected payout

Approximately $4.0 million

If all outstanding warrants are tendered; funded from cash on hand

Exercise price

$2.92 per share

Each warrant permits purchase of one common share; subject to adjustment

Offer expiration

November 6, 2026

One minute after 11:59 p.m. Eastern Time, unless extended or terminated earlier

Expiration of untendered warrants

March 18, 2030

At 5:00 p.m. Eastern Time, under the original warrant terms

Key Terms

warrants, par value, exercise price, schedule to

4 terms

warrants financial

"any and all of its outstanding warrants to purchase shares"

Warrants are special documents that give you the right to buy a company's stock at a set price before a certain date. They are often used as a way for companies to attract investors or raise money, and their value can increase if the company's stock price goes up.

View in glossary

par value financial

"common stock, par value $0.0001 per share"

Par value is the fixed amount printed on a bond or stock that represents its original value when issued. It’s like the face value of a coin or bill—what the issuer promises to pay back or the starting price of a stock—though it often doesn’t change with market prices. It matters because it helps determine certain financial details, like how much the company will pay back at maturity.

exercise price financial

"at an exercise price of $2.92, subject to adjustment"

The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.

schedule to regulatory

"a Tender Offer Statement on Schedule TO dated October 7, 2026"

A phrase indicating that a company plans or intends to hold an event, publish information, or take an action at a specified future time, but that the timing is not guaranteed and may change. For investors it signals an expected milestone—like an earnings call, product launch, or filing—so think of it as a calendar note rather than a firm promise; timing shifts can affect trading, expectations, and planning.

View in glossary

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REDWOOD CITY, Calif., Oct. 07, 2026 (GLOBE NEWSWIRE) -- Jasper Therapeutics, Inc. (Nasdaq: JSPR) (“Jasper” or the “Company”), a clinical stage biotechnology company focused on the design and development of innovative therapies to treat immune-mediated diseases, today reported that it has commenced an offer to purchase (the "Offer") any and all of its outstanding warrants to purchase shares of its common stock, par value $0.0001 per share (the "Common Stock"), that were issued in its underwritten public offering on September 18, 2025 (the "Warrants"). The purchase price is $0.324 in cash per Warrant, without interest (the "Offer Purchase Price"). The purpose of the Offer is to reduce the number of shares of Common Stock that would become outstanding upon the exercise of the Warrants, thereby reducing the potential dilutive impact of the Warrants, and providing shareholders and prospective investors greater certainty as to the Company’s capital structure. Warrants tendered in the Offer will be retired and cancelled.

Each Warrant lets its holder buy one share of Common Stock at an exercise price of $2.92, subject to adjustment. Holders may tender as few or as many of their Warrants as they choose. Holders may also exercise their Warrants during the Offer Period in accordance with the terms of the Warrants. Warrants that are not tendered will remain outstanding on their original terms and will expire in accordance with those terms at 5:00 p.m., Eastern Time, on March 18, 2030.

The Offer will be open until one minute after 11:59 p.m., Eastern Time, on November 6, 2026, unless the Company extends it or terminates it earlier (the "Expiration Date"). Holders may withdraw tendered Warrants at any time before the Expiration Date. The Offer is not conditioned on a minimum number of Warrants being tendered. It is subject to certain customary conditions described in the Offer to Purchase, including the absence of any legal action, governmental order or material adverse change that, in the Company's reasonable judgment, would prohibit, restrict or delay the Offer or materially impair its contemplated benefits. Subject to applicable law, the Company may waive these conditions or extend, amend or terminate the Offer. Promptly after the Expiration Date, the Company will pay the Offer Purchase Price for Warrants that were validly tendered and not withdrawn. If all outstanding Warrants are tendered, the Company would expect to pay out approximately $4.0 million, which will be funded from cash on hand.

The Offer is being made under an Offer to Purchase dated October 7, 2026, and a Tender Offer Statement on Schedule TO dated October 7, 2026. Both are being filed with the Securities and Exchange Commission ("SEC") and set out the full terms and conditions of the Offer.

The Company's Common Stock is listed on The Nasdaq Stock Market LLC under the symbols "JSPR”. As of October 6, 2026, there were 12,345,707 Warrants outstanding.

The Company has not hired a dealer manager, information agent or depositary for the Offer. Questions about tender procedures and requests for additional copies of the offer materials, including the Letter of Transmittal and the Notice of Guaranteed Delivery, should be sent to Matthew Ros, the Company's Chief Operating Officer, at Jasper Therapeutics, Inc., 2200 Bridge Pkwy, Suite #102, Redwood City, CA 94065, by telephone at (650) 549-1400 or by email at kira@argotpartners.com.

About Jasper

Jasper is a clinical stage biotechnology company focused on the design and development of innovative therapies to treat immune-mediated diseases. The company is advancing a pipeline of medicines including KP-104, briquilimab, and KP-701. KP-104 is a potential best-in-class dual-complement inhibitor that has demonstrated positive outcomes in paroxysmal nocturnal hemoglobinuria (PNH) and is under evaluation in other high unmet need nephrology disorders. Briquilimab is an anti-KIT antibody which has demonstrated positive clinical results both as a conditioning agent for stem cell transplant and mast cell mediated diseases such as chronic urticarias and allergic asthma. KP-701, a novel, dual-acting anti-CD79BxCD32B monoclonal antibody (mAb) for autoantibody-mediated disorders currently advancing to the clinic.

Forward-Looking Statements
Certain statements contained in this press release are or may be considered “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. These statements can be identified by the fact that they do not relate strictly to historic or current facts. They use words such as “estimate,” “expect,” “intend,” “believe,” “plan,” “anticipate,” “potential,” “projected” and other words and terms of similar meaning in connection with any discussion of future operating or financial performance or condition. Jasper cautions that these statements are based upon the current beliefs and expectations of Jasper’s management and are subject to significant risks, uncertainties and assumptions, including, without limitation, risks related to the timing, commencement, duration and completion of the tender offer, the anticipated participation (or lack of participation) of warrant holders, the expected reduction in outstanding warrants, the potential impact on Jasper’s capital structure the uncertainties associated with Jasper’s product candidates, as well as risks associated with the clinical development and regulatory approval of product candidates, including potential delays in the commencement, enrollment and completion of clinical trials; risks related to the inability of Jasper to obtain sufficient additional capital to continue to advance product candidates and its preclinical programs; uncertainties in obtaining successful clinical results for product candidates and unexpected costs that may result therefrom; risks related to the failure to realize any value from product candidates and preclinical programs being developed and anticipated to be developed in light of inherent risks and difficulties involved in successfully bringing product candidates to market; risks associated with the possible failure to realize certain anticipated benefits of the merger, including with respect to future financial and operating results;, and such additional risks and uncertainties contained in the “Risk Factors” section of Jasper’s Annual Reports on Form 10-K for the year ended December 31, 2025, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K that Jasper has subsequently filed or may subsequently file with the SEC. Statements regarding future actions, future performance and/or future results including, without limitation, those relating to the timing for completion, and results of, scheduled or additional clinical trials and the FDA’s or other regulatory review and/or approval and commercial launch and sales results (if any) of Jasper’s formulations and product candidates and regulatory filings related to the same, financial projections and targets, including, without limitation, cash runway, operating plans, future capital requirements and the sufficiency of existing cash resources, business strategy, plans and objectives for future operations, statements regarding Jasper and its operations and prospects, may not occur, and actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements. In light of these risks, uncertainties and assumptions, the forward-looking events and circumstances discussed in this press release are inherently uncertain and may not occur, and actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements. Accordingly, you should not rely upon forward-looking statements as predictions of future events. There is no obligation to update publicly or revise any forward-looking statements for any reason after the date of this press release or to conform these statements to actual results or to changes in Jasper’s expectations, whether as a result of new information, future events, inaccuracies that become apparent after the date hereof or otherwise, except as may be required under applicable securities laws.

Contacts:
Alex Gray (investors)
Jasper Therapeutics
650-549-1454 
agray@jaspertx.com

Argot Partners (investors and media)
kira@argotpartners.com

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How much is Jasper Therapeutics offering to pay for its outstanding warrants?

Jasper is offering $0.324 in cash per warrant, without interest, for warrants issued in its September 18, 2025 underwritten public offering. Payment will occur promptly after expiration for warrants validly tendered and not withdrawn.

When does the JSPR warrant purchase offer expire?

The offer expires one minute after 11:59 p.m. Eastern Time on November 6, 2026, unless Jasper extends it or terminates it earlier.

Can Jasper Therapeutics warrant holders exercise their warrants instead of tendering them?

Holders may exercise their warrants during the offer period under the warrants' terms. Warrants not tendered remain outstanding on their original terms and expire at 5:00 p.m. Eastern Time on March 18, 2030.

How can JSPR warrant holders obtain tender instructions?

Holders can request tender procedures and offer materials from Matthew Ros, Jasper's Chief Operating Officer, by telephone at (650) 549-1400 or email at kira@argotpartners.com. Available materials include the Letter of Transmittal and Notice of Guaranteed Delivery.