Lightwave Logic, Inc. Announces Pricing of $35 Million Public Offering of Common Stock

Rhea-AI Summary

Lightwave Logic (NASDAQ:LWLG) priced an underwritten public offering of 11,666,667 shares of common stock, raising gross proceeds of $35.0 million. The underwriter has a 30-day option for up to 1,750,000 additional shares to cover over‑allotments. The offering is expected to close on or about December 17, 2025, subject to customary conditions.

The company said it plans to use net proceeds to accelerate commercialization, expand U.S. production capacity, pursue strategic M&A or complementary investments, onboard large scale design‑ins, and for working capital and general corporate purposes. The company expects total cash to be approximately $70 million following closing and has terminated its existing equity line of credit.

Positive

• Gross proceeds of $35.0 million
• Expected total cash position of $70 million after closing
• Proceeds earmarked to accelerate commercialization and expand U.S. production capacity

Negative

• Company issued 11,666,667 new shares (dilutive equity offering)
• Underwriter option of 1,750,000 additional shares could increase dilution

Key Figures

Offering size $35 million Gross proceeds from underwritten public offering before fees

Primary shares offered 11,666,667 shares Common stock sold by the company in this offering

Over-allotment option 1,750,000 shares 30-day option granted to underwriter to cover over-allotments

Option period 30 days Duration of underwriter’s over-allotment purchase option

Expected cash position $70 million Total cash expected following offering closing

Form S-3 file number 333-281059 Registration statement referenced for the offering

S-3 filing date July 26, 2024 Date registration statement was filed with SEC

S-3 effective date August 5, 2024 Date SEC declared the registration statement effective

Market Reality Check

$3.77 Last Close

Volume Volume 937,615 is slightly below the 20-day average of 985,778 (relative volume 0.95). normal

Technical Shares trade above the 200-day MA, with price at $3.77 versus MA200 of $2.52.

Peers on Argus

LWLG fell 9.16% while peers like KRO (-5.8%), KOP (-1.96%), HDSN (-1.47%) and OEC (-1.31%) also declined, but with smaller moves, indicating a company-specific reaction to the offering.

Historical Context

Date	Event	Sentiment	Move	Catalyst
Dec 15	Equity offering	Negative	-9.2%	Announced proposed underwritten common stock offering with 30-day over-allotment option.
Dec 08	Management change	Negative	+0.3%	Retirement of president; CEO to assume combined CEO and president roles.
Nov 25	Commercial update	Positive	+3.0%	Announced technical program with second Fortune Global 500 customer for CPO solutions.
Nov 13	Conference participation	Neutral	-10.9%	Planned CEO attendance and investor meetings at Roth Technology Conference.
Nov 11	Investor call	Neutral	-7.7%	Scheduled investor update call and webcast with Q&A session details.

Pattern Detected

Stock has shown sharp negative reactions to financings and even neutral investor-relations events, with more divergences than alignments.

Recent Company History

Over the last months, Lightwave Logic has mixed corporate and financing news. An offering announcement on Dec 15, 2025 coincided with a -9.16% move as the market reacted to dilution. Earlier, a commercial pipeline update on Nov 25, 2025 with a second Fortune Global 500 customer saw a 2.98% gain. In contrast, neutral events like a Roth conference appearance and an investor update call in November triggered double‑digit and high‑single‑digit declines, showing sensitivity to capital markets activity and sentiment shifts.

Market Pulse Summary

The stock is dropping -18.8% following this news. The decline fits a pattern in which equity financings have prompted sharp downside moves. Pricing an offering of 11,666,667 shares for $35 million increases the cash position to about $70 million but introduces dilution. Past news, including conference participation and an investor call, also saw notable pullbacks, suggesting sentiment is sensitive to issuance and communication events even as the stock trades above its $2.52 200-day moving average.

Key Terms

underwritten public offering financial

"today announced the pricing of its underwritten public offering of 11,666,667 shares"

An underwritten public offering is when a company sells new shares of its stock to the public with the help of a financial firm, called an underwriter. The underwriter agrees to buy all the shares upfront, reducing the company's risk, and then sells them to investors. This process helps companies raise money quickly and confidently from a wide range of buyers.

over-allotments financial

"option to purchase up to an additional 1,750,000 shares to cover over-allotments"

An over-allotment is a temporary extra batch of shares that the underwriters of a stock offering are allowed to sell beyond the original amount, with the right to buy those shares back later. Think of it as spare tickets sold to meet demand and then reclaimed if needed to keep the market orderly; it helps stabilize the stock price after an offering and can affect short-term supply and potential dilution, which matters to investors tracking price and ownership stakes.

prospectus supplement regulatory

"A preliminary prospectus supplement and accompanying prospectus relating to 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.

electro-optic (eo) polymers technical

"leveraging its proprietary electro-optic (EO) polymers to transmit data at higher speeds"

Electro-optic (EO) polymers are engineered plastics whose ability to bend or change light shifts when an electrical signal is applied, letting them act like tiny light switches or modulators. They matter to investors because these materials can enable faster, more energy-efficient data transmission and smaller optical components used in telecommunications, data centers and sensors; that potential to improve performance and cut costs can drive product demand, licensing revenue, and market growth.

ai data centers technical

"role that electro-optic polymers will play in the scale-up and scale-out of AI data centers"

AI data centers are specialized facilities built to store massive datasets and run powerful processors that train and operate artificial intelligence models — think of them as factories designed specifically for building and running AI. They matter to investors because they require large, ongoing capital and energy investments while driving revenue for cloud and chip providers; changes in demand, costs, or regulation can materially affect returns and company valuation.

AI-generated analysis. Not financial advice.

Company's total cash position expected to be approximately $70 million following closing

ENGLEWOOD, CO / ACCESS Newswire / December 15, 2025 / Lightwave Logic, Inc. (NASDAQ:LWLG) (the "Company"), a technology platform company leveraging its proprietary electro-optic (EO) polymers to transmit data at higher speeds with less power in a small form factor, today announced the pricing of its underwritten public offering of 11,666,667 shares of common stock. The gross proceeds of the offering are $35 million, before deducting underwriting discounts, commissions, and offering expenses. All shares in this offering were sold by the Company. In addition, the Company has granted the underwriter a 30-day option to purchase up to an additional 1,750,000 shares to cover over-allotments, if any, at the per share public offering price, less underwriting discounts and commissions. The offering is expected to close on or about December 17, 2025, subject to the satisfaction of customary closing conditions.

The Company plans to allocate the net proceeds to accelerate its commercialization timeline, accelerate and expand U.S. production capacity to support its customers, onboard additional large scale design-ins, pursue strategic M&A opportunities or invest in complementary technologies or businesses, and for working capital and other general corporate purposes. The Company does not, however, have agreements or commitments to enter into any acquisitions, mergers or investments at this time. The Company expects its total cash position to be approximately $70 million following closing and has concurrently terminated its existing equity line of credit.

"This offering underscores our recent commercial momentum and reflects the growing recognition of the role that electro-optic polymers will play in the scale-up and scale-out of AI data centers," said Yves LeMaitre, CEO of Lightwave Logic. "The additional capital will strengthen our balance sheet, allow us to accelerate commercialization timelines, and expand manufacturing capacity to drive long-term value for our customers and shareholders."

Titan Partners is acting as sole bookrunner for the offering.

The offering is being made pursuant to a shelf registration statement on Form S-3 (File No. 333-281059) filed with the Securities and Exchange Commission ("SEC") on July 26, 2024, and declared effective by the SEC on August 5, 2024. A preliminary prospectus supplement and accompanying prospectus relating to the offering have been filed with the SEC and are available on the SEC's website at www.sec.gov. A final prospectus supplement will be filed with the SEC. Copies of the final prospectus supplement and accompanying prospectus relating to the offering, when available, may also be obtained 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.

About Lightwave Logic, Inc.

Lightwave Logic, Inc. (NASDAQ:LWLG) www.lightwavelogic.com is a technology platform company leveraging its proprietary engineered electro-optic (EO) polymers to transmit data at higher speeds with less power in a small form factor. The Company's high activity and high stability organic polymers allow it to create next-generation photonic EO devices that convert data from electrical signals into light/optical signals for applications in telecommunications, and for data transmission potentially used to support generative AI.

Safe Harbor Statement

This release contains or may imply "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. These forward-looking statements are not based on historical fact and include, but are not limited to, statements regarding the Company's anticipated public offering, including the completion of the public offering on the anticipated terms, if at all. Any forward-looking statements are based on management's current expectations of future events and are subject to a number of risks and uncertainties that could cause actual results to differ materially and adversely from those set forth in or implied by such forward-looking statements. These risks and uncertainties include, but are not limited to, risks and uncertainties related to market conditions and satisfaction of customary closing conditions related to the proposed public offering. For a discussion of other risks and uncertainties, and other important factors, any of which could cause our actual results to differ from those contained in the forward-looking statements, see the section entitled "Risk Factors" in the Company's Annual Report on Form 10-K for the year ended December 31, 2024, the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2025 and in other filings that the Company makes with the SEC from time to time. There can be no assurance that any of the forward-looking information provided herein will be proven accurate. These forward-looking statements speak only as of the date hereof and the Company undertakes no obligation to update forward-looking statements, and readers are cautioned not to place undue reliance on such forward-looking statements.

Contacts

Ryan Coleman or Nick Teves
Alpha IR Group for Lightwave Logic
lwlg@alpha-ir.com
312-445-2870

SOURCE: Lightwave Logic

View the original press release on ACCESS Newswire

FAQ

What did Lightwave Logic (LWLG) announce on December 16, 2025 about a stock offering?

Lightwave Logic priced an offering of 11,666,667 common shares to raise $35.0 million in gross proceeds, with a 30‑day overallotment option for 1,750,000 additional shares.

When is the LWLG offering expected to close and what is the closing cash position?

The offering is expected to close on or about December 17, 2025, and the company expects approximately $70 million in total cash after closing.

How will Lightwave Logic use the net proceeds from the $35 million LWLG offering?

Net proceeds are planned to accelerate commercialization, expand U.S. production capacity, pursue strategic M&A or complementary investments, onboard large‑scale design‑ins, and for working capital and general corporate purposes.

Who is managing the Lightwave Logic (LWLG) public offering and is there an overallotment option?

Titan Partners is acting as sole bookrunner, and the underwriter has a 30‑day option to buy up to 1,750,000 additional shares to cover over‑allotments.

Did Lightwave Logic (LWLG) retain any equity financing arrangements after the offering?

The company concurrently terminated its existing equity line of credit prior to closing the offering.