ProMIS Neurosciences Announces Up to $175 Million Private Placement Financing

Rhea-AI Summary

ProMIS Neurosciences (NASDAQ: PMN) entered a PIPE to raise up to $175 million via issuance of common shares, pre-funded warrants and common share warrants. Upfront gross proceeds are expected to be approximately $75 million, with up to an additional $100 million if warrants are fully exercised.

The financing is expected to close on February 3, 2026, extends cash runway into 2028, and is intended to fund completion of the Phase 1b Alzheimer’s study and subcutaneous formulation development. Blinded 6-month topline data are expected mid-2026 and 12-month topline data toward end of 2026.

Positive

• Upfront proceeds of approximately $75 million
• Financing can provide cash runway into 2028
• Potential additional $100 million if warrants fully exercised
• Blinded 6-month topline AD data expected mid-2026

Negative

• Potential dilution from up to 6,915,296 common share warrants
• Warrants exercisable immediately could increase share count upon exercise
• Insiders sold 725,221 shares at $12.13, signaling insider participation

News Market Reaction

+17.95%

8 alerts

+17.95% News Effect

+62.2% Peak in 0 min

+$4M Valuation Impact

$26M Market Cap

0.3x Rel. Volume

On the day this news was published, PMN gained 17.95%, reflecting a significant positive market reaction. Argus tracked a peak move of +62.2% during that session. Our momentum scanner triggered 8 alerts that day, indicating moderate trading interest and price volatility. This price movement added approximately $4M to the company's valuation, bringing the market cap to $26M at that time.

Data tracked by StockTitan Argus on the day of publication.

Key Figures

Total PIPE size: $175 million Upfront gross proceeds: $75 million Additional warrant proceeds: $100 million +5 more

8 metrics

Total PIPE size $175 million Maximum aggregate private placement financing

Upfront gross proceeds $75 million Expected upfront gross proceeds before fees

Additional warrant proceeds $100 million Potential extra gross if all warrants exercised for cash

Common shares issued 6,815,296 shares Total common shares in the financing

Shares at $10.77 6,090,075 shares Common shares sold at $10.77 per share

Insider tranche price $12.13 per share 725,221 common shares to affiliates/insiders

Warrant exercise price $14.40 Exercise price of Common Share Warrants

Warrant expiry February 3, 2031 Outside limit for Common Share Warrants expiry

Market Reality Check

Price: $14.16 Vol: Volume 55,082 is 2.67x th...

high vol

$14.16 Last Close

Volume Volume 55,082 is 2.67x the 20-day average of 20,663, indicating elevated pre-news trading interest. high

Technical Trading modestly above 200-day MA at 11.91, 69.8% below 52-week high of 39.75 and 91.47% above 52-week low of 6.27.

Peers on Argus

PMN was down 0.62% pre-news on mixed biotech peer moves: names like CRIS and QTT...

PMN was down 0.62% pre-news on mixed biotech peer moves: names like CRIS and QTTB were slightly positive, while ELEV and AKTX declined. With no peers in the momentum scanner and moves not clearly aligned, trading appeared stock-specific rather than sector-driven.

Previous Private placement Reports

3 past events · Latest: Jul 28 (Negative)

Same Type Pattern 3 events

Date	Event	Sentiment	Move	Catalyst
Jul 28	Private placement financing	Negative	-8.8%	Raised $12M via new warrants and warrant exercises to fund PMN310.
Jul 22	Private placement financing	Negative	-26.8%	Structured $9.2M total financing through warrant sales, exercises, and offering.
Jul 26	Large private placement	Negative	-20.7%	Announced up to $122.7M financing with complex unit and warrant structure.

Pattern Detected

Past private placements for PMN have all been followed by negative 24-hour price reactions, suggesting a pattern of shareholder concern around dilutive financings even when proceeds support PMN310 development.

Recent Company History

Over the past 18 months, ProMIS has repeatedly used private placements to fund PMN310. In July 2024, it announced up to $122.7M in financing with warrants. In July 2025, two additional private placement structures totaling $12M and $9.2M combined new warrants and warrant exercises. Each event supported clinical progress but saw negative next‑day stock moves, framing today’s larger PIPE in a consistent capital-raising pattern.

Historical Comparison

private placement

+18.8 %

Average Historical Move

Historical Analysis

In the past 18 months, PMN announced 3 private placements, with an average 1‑day move of 18.75%. Today’s larger PIPE fits this ongoing reliance on equity-linked financing.

Typical Pattern

Private placement sizes have escalated from $9.2M and $12M in July 2025 to up to $122.7M in July 2024 and now a PIPE of up to $175M, all directed toward advancing PMN310 and related clinical work.

Regulatory & Risk Context

Active S-3 Shelf

Shelf Active

Active S-3 Shelf Registration 2025-09-04

The company has an active S-3 shelf registration filed on 2025-09-04 and expiring on 2028-09-04. The filing is noted as not yet effective and shows 0 recorded usages in the provided data, indicating no documented takedowns from this shelf so far.

Market Pulse Summary

The stock surged +17.9% in the session following this news. A strong positive reaction aligns with t...

Analysis

The stock surged +17.9% in the session following this news. A strong positive reaction aligns with the idea that investors sometimes reward financings that extend runway through key milestones. However, PMN’s prior three private placement announcements all saw negative 1‑day moves of up to 26.79%, so enthusiasm could fade once dilution and warrant overhang are fully digested. An active S-3 filed on 2025-09-04 also underscores ongoing capital-raising flexibility.

Key Terms

phase 1b, amyotrophic lateral sclerosis, pre-funded warrants, common share warrants, +3 more

7 terms

phase 1b medical

"completion of ProMIS’ landmark Phase 1b AD study and support execution"

"Phase 1b" is an early stage in testing a new medical treatment or vaccine, where it is given to a small group of people to evaluate its safety and determine the right dose. For investors, this phase signals progress in development, indicating the treatment is advancing through initial safety checks, which can influence expectations for future success and potential market impact.

amyotrophic lateral sclerosis medical

"neurodegenerative diseases, such as Alzheimer’s disease (AD), amyotrophic lateral sclerosis (ALS)"

A progressive disease in which nerve cells that control voluntary muscles gradually fail, leading to loss of movement, speech and eventually breathing — like an electrical wiring system in the body slowly shorting out. It matters to investors because there are few effective treatments, so clinical trial results, regulatory approvals, new therapies or diagnostics can rapidly change patient care, market opportunity and company valuations.

pre-funded warrants financial

"Pre-Funded Warrants to purchase 100,000 Common Shares (the “Pre-Funded Warrants”"

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.

common share warrants financial

"Common Share Warrants to purchase 6,915,296 Common Shares or Pre-Funded Warrants"

Common share warrants are tradable instruments that give the holder the right, but not the obligation, to buy a company’s common stock at a predetermined price before a set expiration date. They matter to investors because they can boost returns if the stock rises (like a voucher to buy a sought-after item at yesterday’s price), but when many warrants are used they increase the total shares outstanding and can reduce the ownership and earnings attributable to existing shareholders.

pipe financing financial

"The private investment in public equity (“PIPE”) financing is being co-led"

Pipe financing is a way for companies to raise money quickly by selling new shares or bonds directly to investors, often before their stock is publicly traded or in the early stages of a project. It’s similar to a company securing a loan from investors, providing quick capital needed for growth or operations. For investors, it can offer opportunities for early involvement and potentially higher returns, but it may also carry increased risk due to the immediate nature of the deal.

securities purchase agreement financial

"it has entered into a securities purchase agreement with certain new and existing"

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.

current report on form 8-k regulatory

"press release or the filing of a Current Report on Form 8-K of topline data"

A current report on Form 8-K is a document that publicly traded companies file to promptly share important news or events that could affect their financial position or stock price, such as major business changes or legal issues. It helps investors stay informed about timely developments, allowing them to make better decisions about buying or selling shares.

AI-generated analysis. Not financial advice.

Extends cash runway into 2028

Proceeds expected to enable completion of ProMIS’ landmark  Phase 1b AD study and support execution of key clinical milestones

Blinded 6-month top-line data expected mid-2026; 12-month top-line data expected toward end of 2026

CAMBRIDGE, Massachusetts , Jan. 30, 2026 (GLOBE NEWSWIRE) -- ProMIS Neurosciences Inc. (Nasdaq: PMN) (“ProMIS” or the “Company”), a clinical-stage biotechnology company focused on the generation and development of antibody therapeutics and vaccines targeting toxic misfolded proteins in neurodegenerative diseases, such as Alzheimer’s disease (AD), amyotrophic lateral sclerosis (ALS) and Parkinson’s disease (PD), today announced that it has entered into a securities purchase agreement with certain new and existing institutional and accredited investors to issue and sell up to an aggregate of approximately $175 million comprised of (i)  6,815,296 common shares, no par value (the “Common Shares”),  (ii) Common Share Warrants to purchase 6,915,296 Common Shares or Pre-Funded Warrants in lieu thereof (the “Common Share Warrants”), and (iii) Pre-Funded Warrants to purchase 100,000 Common Shares (the “Pre-Funded Warrants”, and the Common Shares issuable upon exercise of the Common Share Warrants and Pre-Funded Warrants, the “Warrant Shares”).

6,090,075 Common Shares were sold at a price of $10.77 per Common Share, 100,000 Pre-Funded Warrants were sold at a price of $10.77 less an exercise price $0.0001 per Warrant Share and 725,221 Common Shares were sold at a price of $12.13 per Common Share to certain affiliates and insiders of the Company. The Common Share Warrants have an exercise price of $14.40, are exercisable immediately and will expire upon the earlier of (i) within 60 days of the Milestone Event (as defined below) or (ii) February 3, 2031. The Pre-Funded Warrants are immediately exercisable and will expire when exercised in full. For purposes of the foregoing, the “Milestone Event” means the public announcement via press release or the filing of a Current Report on Form 8-K of topline data from the cohorts treated with single ascending doses of PMN310.

The private investment in public equity (“PIPE”) financing is being co-led by Janus Henderson and Ally Bridge Group, with participation from new and existing investors, including Deep Track Capital, Great Point Partners, LLC, Trails Edge Capital Partners, Wellington Management, and Woodline Partners LP. The ProMIS CEO and members of the management team and Board of Directors are also participating.

“We are pleased to have the support of such a high-caliber group of sophisticated healthcare investors in this transformational financing” said Neil Warma, Chief Executive Officer of ProMIS. “We expect the proceeds to enable the anticipated completion of our landmark Phase 1b Alzheimer’s disease clinical study and accelerate development of the subcutaneous formulation of PMN310. We believe we remain on track to report blinded top-line data in mid-2026 and 12-month top-line data toward the end of 2026.”

ProMIS anticipates the upfront gross proceeds from the PIPE financing to be approximately $75 million, before deducting fees to the placement agents and other offering expenses payable by the Company, and up to an additional approximately $100 million in gross proceeds if the Common Share Warrants and Pre-Funded Warrants are fully exercised for cash. The financing is expected to close on February 3, 2026, subject to customary closing conditions.

Guggenheim Securities acted as lead placement agent and Ceros Financial Services, Inc. and Leede Financial Inc. acted as placement agents in the PIPE financing.

The offer and sale of the foregoing securities are being made in a transaction not involving a public offering and have not been registered under the Securities Act of 1933, as amended (“Securities Act”), or any state or other applicable jurisdiction’s securities laws, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state or other jurisdictions’ securities laws. ProMIS Neurosciences has agreed to file a registration statement with the SEC registering the resale of the Common Shares and the Common Shares issuable upon the exercise of the Common Share Warrants and Pre-Funded Warrants issued in the PIPE financing.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, 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 the registration or qualification under the securities law of any such state or other jurisdiction.

About ProMIS Neurosciences Inc.

ProMIS Neurosciences is a clinical-stage biotechnology company committed to the discovery and development of therapeutic antibodies and vaccines selective for toxic oligomers associated with the development and progression of neurodegenerative and other misfolded protein diseases. The Company’s proprietary target discovery engine, EpiSelect™, has been shown to predict novel targets known as Disease Specific Epitopes (DSEs) on the molecular surface of misfolded proteins that cause neurodegenerative and other misfolded protein diseases, including Alzheimer’s disease (AD), amyotrophic lateral sclerosis (ALS), frontotemporal dementia (FTD), multiple system atrophy (MSA), and Parkinson’s Disease (PD). ProMIS has offices in Cambridge, Massachusetts (USA) and Toronto, Ontario (CAN).

Forward-Looking Statements

This press release contains forward-looking statements that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Certain information in this news release constitutes forward-looking statements and forward-looking information (collectively, ‎‎”forward-looking information”) within the meaning of applicable securities laws. In some cases, but not necessarily in all cases, forward-looking information can be identified by the ‎use of forward-looking terminology such as “plans”, “excited to”, “targets”, “expects” or “does not expect”, “is expected”, “an opportunity exists”, ‎‎”is positioned”, “estimates”, “intends”, “assumes”, “anticipates” or “does not anticipate” or “believes”, or variations of such words and ‎phrases or state that certain actions, events or results “may”, “could”, “would”, “might”, “will” or “will be taken”, “occur” or “be ‎achieved”. In addition, any statements that refer to expectations, projections or other characterizations of future events or ‎circumstances contain forward-looking information. Specifically, this news release contains forward-looking information relating to the expected timing for the closing of the PIPE financing, the anticipated use of proceeds from the PIPE financing, the potential exercise of the Common Share Warrants and anticipated proceeds therefrom, and planned timing to report blinded top-line data and 12-month top-line data. Statements containing forward-looking information are not historical facts but instead represent management’s current ‎expectations, estimates and projections regarding the future of our business, future plans, strategies, projections, anticipated events ‎and trends, the economy and other future conditions. Forward-looking information is necessarily based on a number of opinions, assumptions and estimates that, while considered reasonable by the Company as of the date of this news release, are subject to ‎known and unknown risks, uncertainties and assumptions and other factors that may cause the actual results, level of activity, ‎performance or achievements to be materially different from those expressed or implied by such forward-looking information, including, but not limited to, the Company’s ability to fund its operations and continue as a going concern, its accumulated deficit and the expectation for continued losses and future financial results. Important factors that could cause actual results to differ materially from those indicated in the forward-looking information include, among others, the factors discussed throughout the “Risk Factors” section of the Company’s most recently Annual Report on Form 10-K for the year ended December 31, 2024, as filed with the Securities and Exchange Commission, and subsequent quarterly reports. Except as required by applicable securities laws, the Company undertakes no obligation to publicly update any forward-looking information, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise.

Please submit media inquiries to info@promisneurosciences.com.

For Investor Relations, please contact:
Kaytee Bock Zafereo
katherine.bock@promisneurosciences.com

FAQ

How much is ProMIS (PMN) raising in the January 2026 PIPE financing?

ProMIS is raising up to $175 million in total, with upfront gross proceeds of approximately $75 million. According to the company, up to an additional $100 million could be raised if the warrants are fully exercised for cash.

When is the ProMIS (PMN) PIPE financing expected to close?

The financing is expected to close on February 3, 2026, subject to customary conditions. According to the company, closing hinges on satisfying standard closing conditions and completion of the agreed placement transactions.

What warrants are included in ProMIS (PMN)’s financing and their terms?

The deal includes common share warrants exercisable at $14.40 and pre-funded warrants with $0.0001 exercise price. According to the company, common share warrants are immediately exercisable and expire earlier of 60 days after a Milestone Event or February 3, 2031.

How will the PIPE proceeds be used by ProMIS (PMN)?

Proceeds are intended to complete the Phase 1b Alzheimer’s study and support subcutaneous PMN310 development. According to the company, funding is expected to enable key clinical milestones and topline data reporting in 2026.

What clinical data timelines did ProMIS (PMN) provide with the financing announcement?

ProMIS expects blinded 6-month topline data mid-2026 and 12-month topline data toward end-2026. According to the company, these readouts relate to cohorts treated with single ascending doses of PMN310 in the Phase 1b AD study.

Does the PIPE involve insider participation in ProMIS (PMN)?

Yes; certain management, the CEO and board affiliates participated, including sale of 725,221 shares at $12.13. According to the company, insiders and affiliates joined alongside institutional investors in the offering.