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Relmada Therapeutics Announces Pricing of $100 Million Underwritten Offering of Common Stock and Pre-Funded Warrants

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Relmada Therapeutics (NASDAQ: RLMD) priced an underwritten offering to raise approximately $100 million in gross proceeds by selling 40,142,000 common shares and, in lieu of shares to certain investors, pre-funded warrants to purchase up to 5,315,000 common shares.

Common shares priced at $2.20 each; pre-funded warrants priced at $2.199 each (reflecting a $0.001 exercise price). The offering is expected to close on November 5, 2025, subject to customary closing conditions. Institutional investors participated and Jefferies, Leerink Partners and Mizuho acted as book-runners. Net proceeds will fund working capital, clinical studies, systems and potential strategic investments.

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Positive

  • Gross proceeds of approximately $100 million
  • Sale of 40,142,000 common shares
  • Pre-funded warrants for up to 5,315,000 common shares
  • Participation from major institutional investors (e.g., Janus Henderson, OrbiMed)

Negative

  • Potential issuance of up to 45,457,000 shares (common plus pre-funded warrants) increasing share count
  • Offering priced at $2.20 per share, which may be dilutive to existing holders

News Market Reaction

+25.91% 27.5x vol
13 alerts
+25.91% News Effect
+64.3% Peak Tracked
-5.2% Trough Tracked
+$19M Valuation Impact
$92M Market Cap
27.5x Rel. Volume

On the day this news was published, RLMD gained 25.91%, reflecting a significant positive market reaction. Argus tracked a peak move of +64.3% during that session. Argus tracked a trough of -5.2% from its starting point during tracking. Our momentum scanner triggered 13 alerts that day, indicating notable trading interest and price volatility. This price movement added approximately $19M to the company's valuation, bringing the market cap to $92M at that time. Trading volume was exceptionally heavy at 27.5x the daily average, suggesting very strong buying interest.

Data tracked by StockTitan Argus on the day of publication.

CORAL GABLES, Fla., Nov. 04, 2025 (GLOBE NEWSWIRE) -- Relmada Therapeutics, Inc. (Nasdaq: RLMD, “Relmada” or the “Company”), a clinical-stage biotechnology company advancing innovative therapies for oncology and central nervous system indications, today announced the pricing of its underwritten offering of 40,142,000 shares of its common stock and, in lieu of common stock to certain investors, pre-funded warrants to purchase up to 5,315,000 shares of common stock. The shares of common stock are being sold at an offering price of $2.20 per share, and the pre-funded warrants are being sold at an offering price of $2.199 per pre-funded warrant, which represents the per share offering price for the common stock less the $0.001 per share exercise price for each such pre-funded warrant. The gross proceeds to Relmada from the offering, before deducting underwriting discounts and commissions and other expenses payable by Relmada, and excluding the exercise of any pre-funded warrants, are expected to be approximately $100 million. The offering is expected to close on November 5, 2025, subject to customary closing conditions. Investors in the offering included Janus Henderson Investors, Ferring Ventures SA, Squadron Capital Management, Marshall Wace, Spruce Street Capital, OrbiMed, Columbia Threadneedle Investments and Driehaus Capital Management.

Jefferies and Leerink Partners are acting as joint book-running managers for the offering. Mizuho is acting as book-runner for the offering.

Relmada intends to use the net proceeds from the offering, together with existing cash, cash equivalents, and short-term investments, for working capital and general corporate purposes, which includes, without limitation, clinical studies required to gain regulatory approvals, implementation of adequate systems and controls to allow for regulatory approvals, further development of its product candidates, investing in or acquiring companies that are synergistic with or complementary to its technologies, licensing activities related to its current and future product candidates, the development of emerging technologies, investing in or acquiring companies that are developing emerging technologies, licensing activities, or the acquisition of other businesses.

The securities described above were offered by Relmada pursuant to a shelf registration statement on Form S-3, including a base prospectus, that was declared effective by the Securities and Exchange Commission (“SEC”) on September 12, 2024. A final prospectus supplement describing the terms of the offering will be filed with the SEC. Copies of the final prospectus supplement and the accompanying base prospectus, when available, may also be obtained by request by contacting Jefferies LLC, Attention: Equity Syndicate Prospectus Department, 520 Madison Avenue, 2nd Floor, New York, New York 10022, or by telephone at (877) 821-7388, or by e-mail at Prospectus_Department@Jefferies.com; Leerink Partners LLC, Syndicate Department, 53 State Street, 40th Floor, Boston, Massachusetts 02109, by telephone at (800) 808-7525 ext. 6105, or by emailing syndicate@leerink.com; or Mizuho Securities USA LLC, Attention: Equity Capital Markets Desk, at 1271 Avenue of the Americas, New York, New York 10020, or by email at US-ECM@mizuhogroup.com.

This press release is for informational purposes only and does not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of any securities of Relmada, 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 Relmada Therapeutics, Inc.

Relmada is a clinical-stage biotechnology company focused on developing transformative therapies for oncology-related and central nervous system conditions. Its lead candidates, NDV-01 and sepranolone, are advancing through mid-stage clinical development with the potential to address significant unmet needs.

Forward-Looking Statements

The Private Securities Litigation Reform Act of 1995 provides a safe harbor for forward-looking statements made by us or on our behalf. This press release contains statements which constitute "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, including but not limited to statements regarding Relmada's ability to complete the offering and the expected use of the proceeds from the offering. Any statement that is not historical in nature is a forward-looking statement and may be identified by the use of words and phrases such as "expects," "anticipates," "believes," "will," "will likely result," "will continue," "plans to," "potential," "promising," and similar expressions. These statements are based on management's current expectations and beliefs and are subject to a number of risks, uncertainties and assumptions that could cause actual results to differ materially from those described in the forward-looking statements, including the risk factors described under the heading "Risk Factors" set forth in the Company's reports filed with the SEC from time to time. No forward-looking statement can be guaranteed, and actual results may differ materially from those projected. Relmada undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future events, or otherwise. Readers are cautioned that it is not possible to predict or identify all the risks, uncertainties and other factors that may affect future results and that the risks described herein should not be considered a complete list.

Investor Contact:
Brian Ritchie
LifeSci Advisors
britchie@lifesciadvisors.com

Media Inquiries:
Corporate Communications
media@relmada.com

Source: Relmada Therapeutics


FAQ

How much is Relmada (RLMD) raising in the November 2025 offering?

Relmada is expected to raise approximately $100 million in gross proceeds before fees and expenses.

What securities did Relmada (RLMD) sell in the offering and at what price?

Relmada sold 40,142,000 common shares at $2.20 each and pre-funded warrants to purchase up to 5,315,000 shares at $2.199 each.

When is the Relmada (RLMD) offering expected to close?

The offering is expected to close on November 5, 2025, subject to customary closing conditions.

How does Relmada (RLMD) intend to use the net proceeds from the offering?

Proceeds will be used for working capital and general corporate purposes, including clinical studies, systems for regulatory approvals, development and potential strategic investments.

Who are the book-runners and notable investors in Relmada's (RLMD) offering?

Jefferies and Leerink Partners acted as joint book-running managers, Mizuho acted as book-runner; investors included Janus Henderson, OrbiMed, Marshall Wace and others.

How many total shares could be outstanding from this financing (shares plus warrants)?

The offering could result in up to 45,457,000 additional shares if all pre-funded warrants are issued and exercised.
Relmada Therapeutics Inc

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Biotechnology
Pharmaceutical Preparations
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United States
CORAL GABLES