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D. Boral Capital Acted as Exclusive Placement Agent to Jupiter Neurosciences, Inc. (Nasdaq:JUNS) in Connection with its ~$2 Million Registered Direct Offering

Rhea-AI Impact
(Very High)
Rhea-AI Sentiment
(Positive)
Tags

Jupiter Neurosciences (Nasdaq:JUNS), a clinical-stage biopharma focused on CNS disorders and neuroinflammation, closed a registered direct offering of 7,142,858 common shares, generating approximately $2.0 million in gross proceeds. D. Boral Capital acted as exclusive placement agent under an effective Form S-3 shelf registration.

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AI-generated analysis. Not financial advice.

Positive

  • Approximately $2.0 million gross proceeds raised in registered direct offering
  • Ability to issue shares under effective Form S-3 shelf registration
  • Engagement of D. Boral Capital as exclusive placement agent for the transaction

Negative

  • Issuance of 7,142,858 new common shares increases total shares outstanding

News Market Reaction – JUNS

-3.28%
10 alerts
-3.28% News Effect
+7.5% Peak Tracked
-17.0% Trough Tracked
-$359K Valuation Impact
$10.59M Market Cap
0.3x Rel. Volume

On the day this news was published, JUNS declined 3.28%, reflecting a moderate negative market reaction. Argus tracked a peak move of +7.5% during that session. Argus tracked a trough of -17.0% from its starting point during tracking. Our momentum scanner triggered 10 alerts that day, indicating notable trading interest and price volatility. This price movement removed approximately $359K from the company's valuation, bringing the market cap to $10.59M at that time.

Data tracked by StockTitan Argus on the day of publication.

Key Figures

Registered direct gross proceeds: $2.0 million Shares issued: 7,142,858 shares Offering price: $0.28 per share +5 more
8 metrics
Registered direct gross proceeds $2.0 million May 2026 registered direct offering
Shares issued 7,142,858 shares Common stock sold in registered direct offering
Offering price $0.28 per share Registered direct offering terms (424B3/424B5)
Net proceeds $1,685,000 Expected net proceeds after fees from offering (424B5)
Post-offering share count 43,424,110 shares Common stock outstanding immediately after offering (424B5)
Pre-offering shares 36,281,252 shares Shares outstanding as of March 31, 2026 (10-Q/424B5)
Shelf registration size $100,000,000 Form S-3 universal shelf filed April 2026
Cash balance $2,362,749 Cash as of March 31, 2026 (10-Q)

Market Reality Check

Price: $0.2560 Vol: Volume 7,716,908 vs 20-da...
low vol
$0.2560 Last Close
Volume Volume 7,716,908 vs 20-day average 15,910,358 shares suggests no unusual trading spike ahead of this update. low
Technical Shares at $0.2378 are trading below the 200-day MA of $0.95 and 92.86% below the 52-week high of $3.33.

Peers on Argus

Momentum scanner flagged 2 peers moving down (median move -11.6%) without news, ...
2 Down

Momentum scanner flagged 2 peers moving down (median move -11.6%) without news, indicating some broader biotech pressure, but JUNS-specific direction relative to them is not defined in the data.

Previous Offering Reports

2 past events · Latest: May 21 (Neutral)
Same Type Pattern 2 events
Date Event Sentiment Move Catalyst
May 21 Registered direct closing Neutral -12.2% Closing of $2.0M registered direct offering of 7,142,858 common shares.
May 20 Registered direct pricing Neutral +10.3% Pricing of $2.0M registered direct offering under effective Form S-3 shelf.
Pattern Detected

Offering-related headlines over the past week produced mixed single-day reactions, with an average move of -0.97% around such financing news.

Recent Company History

Recent history around Jupiter’s financing shows two closely linked offering events. On May 20, 2026, the company announced pricing of a registered direct offering of 7,142,858 shares for about $2.0 million in gross proceeds, followed by a closing announcement on May 21, 2026 for the same deal. Those updates triggered single-day moves of +10.25% and -12.19%, underscoring that market responses to dilution and funding headlines have been volatile.

Historical Comparison

-1.0% avg move · Past offering headlines for JUNS (2 events) saw an average move of -0.97%, showing financing news ha...
offering
-1.0%
Average Historical Move offering

Past offering headlines for JUNS (2 events) saw an average move of -0.97%, showing financing news has driven modest but volatile single-day reactions.

Offering-related news progressed from pricing to closing of the same $2.0 million registered direct transaction, executed under the active Form S-3 shelf.

Regulatory & Risk Context

Active S-3 Shelf · $100,000,000
Shelf Active
Active S-3 Shelf Registration 2026-04-15
$100,000,000 registered capacity

An effective Form S-3 shelf filed on April 15, 2026 permits Jupiter to issue up to $100,000,000 of various securities via prospectus supplements, one of which was used for this $2.0 million registered direct. The shelf has been tapped multiple times, with 6 recorded usages, indicating an established mechanism for follow-on capital raises.

Market Pulse Summary

This announcement details the execution of a previously disclosed registered direct offering, adding...
Analysis

This announcement details the execution of a previously disclosed registered direct offering, adding 7,142,858 common shares for gross proceeds of about $2.0 million. The deal draws on an effective Form S-3 shelf and follows regulatory filings outlining net proceeds of roughly $1,685,000 and a post-offering share count of 43,424,110. Investors may track how this capital supports Jupiter’s programs relative to its cash balance of $2,362,749 and ongoing financing needs.

Key Terms

registered direct offering, shelf registration statement, form s-3, prospectus supplement, +4 more
8 terms
registered direct offering financial
"closed its securities purchase agreement for the purchase and sale of 7,142,858 shares of common stock in 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
"offered by the Company pursuant to an effective shelf registration statement on Form S-3 (Registration No. 333-295085)"
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
"effective shelf registration statement on Form S-3 (Registration No. 333-295085)"
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 describing the terms of the proposed registered direct offering was filed with the SEC."
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.
securities purchase agreement financial
"closed its securities purchase agreement for the purchase and sale of 7,142,858 shares of common stock"
A securities purchase agreement is a written contract between a buyer and a seller outlining the terms for buying or selling financial assets such as stocks or bonds. It specifies details like the price, quantity, and conditions of the transaction, similar to a shopping list with agreed-upon terms. For investors, it provides clarity and legal protection when transferring ownership of these financial instruments.
placement agent financial
"D. Boral Capital LLC acted as the Exclusive Placement Agent for the Offering."
A placement agent is a professional or firm that helps organizations raise money from investors, such as individuals, institutions, or funds. They act like matchmakers, connecting those seeking investments with the right investors and guiding the process to ensure successful funding. For investors, they can provide access to exclusive opportunities and help navigate complex fundraising efforts.
u.s. securities and exchange commission regulatory
"declared effective by the U.S. Securities and Exchange Commission (the "SEC") on April 24, 2026."
The U.S. Securities and Exchange Commission is a government agency responsible for overseeing the stock market and protecting investors. It sets rules to ensure that companies share truthful information and that trading is fair, helping to maintain trust in the financial system. This oversight is important because it helps prevent fraud and ensures that investors can make informed decisions.
prospectus regulatory
"A copy of the prospectus supplement and accompanying base prospectus relating to the offering may be obtained"
A prospectus is a detailed document that explains a company's plans for offering new shares or investments to the public. It’s important because it provides potential investors with key information about the company’s business, risks, and how they might make money, helping them decide whether to invest. Think of it as a guidebook for understanding what you're buying into.

AI-generated analysis. Not financial advice.

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NEW YORK CITY, NY / ACCESS Newswire / May 26, 2026 / Jupiter Neurosciences, Inc. (NASDAQ:JUNS) ("Jupiter" or the "Company"), a clinical-stage biopharmaceutical company focused on central nervous system disorders and neuroinflammation, closed its securities purchase agreement for the purchase and sale of 7,142,858 shares of common stock in a registered direct offering. The gross proceeds of the offering are approximately $2.0 million (the "Offering").

D. Boral Capital LLC acted as the Exclusive Placement Agent for the Offering.

The shares of common stock were offered by the Company pursuant to an effective shelf registration statement on Form S-3 (Registration No. 333-295085), which was declared effective by the U.S. Securities and Exchange Commission (the "SEC") on April 24, 2026.

A prospectus supplement describing the terms of the proposed registered direct offering was filed with the SEC. Once filed, it was available on the SEC's website at http://www.sec.gov. A copy of the prospectus supplement and accompanying base prospectus relating to the offering may be obtained from D. Boral Capital LLC, 590 Madison Avenue, 39th Floor, New York, NY 10022, or by telephone at (212) 404-7002, or by email at dbccapitalmarkets@dboralcapital.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 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 Jupiter Neurosciences, Inc.

Jupiter Neurosciences, Inc. (NASDAQ:JUNS) is a clinical-stage biopharmaceutical company advancing a therapeutic pipeline targeting central nervous system disorders and neuroinflammation. The Company's lead program, JOTROL(TM) -- a proprietary, enhanced bioavailability resveratrol formulation -- is currently in a Phase IIa clinical trial for Parkinson's disease. JUNS also commercializes Nugevia (TM), a consumer longevity supplement. The acquisition of ALA-002 U.S. rights further strengthens the Company's CNS pipeline by adding a next-generation, patented psychedelic NCE at a pivotal moment in U.S. regulatory policy. For more information, please visit www.jupiterneurosciences.com.

About D. Boral Capital

D. Boral Capital LLC is a premier, relationship-driven global investment bank headquartered in New York. The firm is dedicated to delivering exceptional strategic advisory and tailored financial solutions to middle-market and emerging growth companies. With a proven track record, D. Boral Capital provides expert guidance to clients across diverse sectors worldwide, leveraging access to capital from key markets, including the United States, Asia, Europe, the Middle East, and Latin America.

A recognized leader on Wall Street, D. Boral Capital has successfully aggregated approximately $35 billion in capital since its inception in 2020, executing ~400 transactions across a broad range of investment banking products.

D. Boral Capital is a member of FINRA and SIPC.

Forward-Looking Statements

Statements made in this press release include forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934. These forward-looking statements are often indicated by terms such as "aim," "anticipate," "believe," "could," "estimate," "expect," "goal," "intend," "likely," "look forward to," "may," "objective," "plan," "potential," "predict," "project," "should," "slate," "target," "will," "would" and similar expressions and variations thereof. Forward-looking statements are based on management's beliefs and assumptions and on information available to management only as of the date of this press release. Jupiter's actual results could differ materially from those anticipated in these forward-looking statements for many reasons, including, without limitation, the risks, uncertainties and other factors described under the heading "Risk Factors" in our Annual Report on Form 10-K filed on April 1, 2026. Given these risks, uncertainties and other factors, you should not place undue reliance on these forward-looking statements, and we assume no obligation to update these forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable law.

For more information, please contact:

Investor Relations Contact
Jupiter Neurosciences, Inc.
Christer Rosen, Chairman & Chief Executive Officer
ir@jupiterneurosciences.com

D. Boral Capital LLC
Email: dbccapitalmarkets@dboralcapital.com
Telephone: +1 (212) 970-5150

SOURCE: D. Boral Capital



View the original press release on ACCESS Newswire

FAQ

What did Jupiter Neurosciences (Nasdaq:JUNS) announce on May 26, 2026?

Jupiter Neurosciences announced it closed a registered direct offering of 7,142,858 common shares for approximately $2.0 million in gross proceeds. According to Jupiter, the financing supports its clinical-stage work in central nervous system disorders and neuroinflammation.

How large is Jupiter Neurosciences' May 2026 registered direct offering for JUNS stock?

The registered direct offering totals approximately $2.0 million in gross proceeds from 7,142,858 common shares. According to Jupiter, these shares were issued under an effective Form S-3 shelf registration statement declared effective by the SEC on April 24, 2026.

What role did D. Boral Capital play in Jupiter Neurosciences' JUNS stock offering?

D. Boral Capital acted as the exclusive placement agent for Jupiter Neurosciences’ registered direct offering. According to Jupiter, D. Boral Capital assisted in placing 7,142,858 common shares that generated approximately $2.0 million in gross proceeds for the clinical-stage company.

Under which SEC registration did Jupiter Neurosciences conduct its May 2026 JUNS offering?

The offering was conducted under Jupiter Neurosciences’ effective shelf registration statement on Form S-3, Registration No. 333-295085. According to Jupiter, the SEC declared this registration effective on April 24, 2026, enabling the registered direct issuance of common shares.

How many new JUNS shares were issued in Jupiter Neurosciences' May 2026 financing?

Jupiter Neurosciences issued 7,142,858 new shares of common stock in its registered direct offering. According to Jupiter, these shares were offered pursuant to an effective Form S-3 shelf registration, with gross proceeds from the transaction of approximately $2.0 million.

Where can investors access documents for Jupiter Neurosciences' May 2026 JUNS offering?

Investors can review the prospectus supplement and base prospectus filed with the SEC and available at www.sec.gov. According to Jupiter, additional copies may be requested from D. Boral Capital by mail, telephone, or email as specified in the transaction details.