Revolution Medicines Announces Closing of Concurrent Upsized Public Offerings with Aggregate Gross Proceeds of Approximately $2.2 Billion, Including Full Exercise of Underwriters’ Option to Purchase Additional Shares
Revolution Medicines Announces Closing of Concurrent Upsized Public Offerings with Aggregate Gross Proceeds of Approximately $2.2 Billion, Including Full Exercise of Underwriters’ Option to Purchase Additional Shares
Revolution Medicines (Nasdaq: RVMD) closed concurrent upsized public offerings on April 17, 2026, raising approximately $2,225.0 million gross and an estimated $2,137.2 million net. The transactions included 12,147,887 common shares at $142.00 per share and $500.0 million of 0.50% convertible senior notes due 2033.
The notes carry a 0.50% coupon, an initial conversion rate of 5.0302 shares per $1,000 principal (≈$198.80 per share), and various conversion, redemption and repurchase provisions. Proceeds are for general corporate purposes, including R&D and potential commercialization expenses.
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Positive
Gross proceeds of approximately $2,225.0 million
Estimated net proceeds of approximately $2,137.2 million
Full exercise of underwriters’ option to purchase additional shares
Convertible notes bear a low 0.50% annual interest rate
Negative
Immediate equity dilution from issuance of 12,147,887 shares
Potential future dilution if $500M notes convert to common stock
News Market Reaction – RVMD
-1.61%
-1.61%Session close to close
In the Apr 20 session, RVMD declined 1.61%, reflecting a mild negative market reaction.
This announcement details the closing of RVMD’s concurrent upsized offerings, combining 12,147,887 c...
Analysis
This announcement details the closing of RVMD’s concurrent upsized offerings, combining 12,147,887 common shares at $142.00 with $500.0 million of 0.50% convertible notes due 2033 for gross proceeds of $2,225.0 million and net proceeds of $2,137.2 million. Historically, offering-related headlines have produced modest average moves near 1.28%. Investors may track deployment of this capital into R&D, commercialization preparation, and future clinical or regulatory milestones.
Key Figures
Common shares offered:12,147,887 sharesCommon stock price:$142.00 per shareConvertible notes size:$500.0 million+5 more
8 metrics
Common shares offered12,147,887 sharesConcurrent public common stock offering
Common stock price$142.00 per sharePublic offering price for common stock
Convertible notes size$500.0 millionAggregate principal amount of 0.50% notes due 2033
Gross proceeds$2,225.0 millionAggregate gross proceeds from concurrent offerings
Net proceeds$2,137.2 millionEstimated net after discounts and expenses
Coupon rate0.50% per annumInterest on convertible senior notes
Initial conversion rate5.0302 shares per $1,000Convertible notes initial conversion terms
Conversion premium40.0%Premium over $142.00 common stock offering price
Announced commencement of up to $600M common stock offering with option.
24h Move is the share-price change in the day after each event; other market factors may also have contributed.
Pattern Detected
Recent equity and note offerings often saw modestly positive next-day moves, with one notable negative reaction in December 2024.
Recent Company History
Over recent periods, RVMD has repeatedly accessed capital markets via common stock and related offerings. In Dec 2024, it moved from a proposed $600.0M equity raise to an upsized $750.0M deal and then closed an $862.5M offering, with generally small positive price reactions except for one sharp -6.89% move. In April 2026, RVMD followed a similar pattern, announcing, pricing, and now closing large concurrent equity and convertible note offerings.
"0.50% convertible senior notes due 2033 (the “notes”)."
Convertible senior notes are a type of loan that a company issues to investors, which can be turned into company shares later on. They are called "senior" because they are paid back before other debts if the company runs into trouble. This allows investors to earn interest like a loan but also have the chance to own part of the company if its value rises.
senior, unsecured obligationsfinancial
"The notes are senior, unsecured obligations of Revolution Medicines"
Senior, unsecured obligations are loans or bonds that a company promises to repay before lower-ranked (subordinated) creditors but without specific collateral backing them. They matter to investors because they combine relatively higher priority in a company’s payment order with greater risk than secured debt, so they typically offer higher yields and influence how much money investors could recover if the company runs into financial trouble.
conversion ratefinancial
"The initial conversion rate is 5.0302 shares of common stock per $1,000"
Conversion rate is the proportion of items, people or contracts that take a desired action out of the total possible — for example the share of website visitors who make a purchase, or the number of convertible bonds that are exchanged for shares. Investors care because it measures how effectively a business or financial instrument turns opportunity into real outcomes, like sales or share issuance, which directly affects revenue, cash flow and ownership dilution.
conversion pricefinancial
"which represents an initial conversion price of approximately $198.80 per share"
The conversion price is the fixed price at which a convertible security, like a bond or preferred stock, can be exchanged for shares of common stock. It acts like a set rate that determines how many shares an investor can receive if they choose to convert their investment. This helps investors understand the value and potential benefits of converting their securities into company shares.
fundamental changefinancial
"If a “fundamental change” (as defined in the indenture for the notes) occurs"
A fundamental change is a major shift in how a company or economy operates, like a new technology or a big change in leadership. It matters because such changes can affect the value or stability of investments, making them more or less attractive. Think of it like a major upgrade or shift in the rules of a game that can change the outcome.
indenturefinancial
"“fundamental change” (as defined in the indenture for the notes) occurs"
An indenture is a legal agreement between a company that borrows money by issuing bonds and the people who buy those bonds. It explains the rules the company must follow, like paying back the money and keeping certain financial promises. This document helps both sides understand their rights and responsibilities.
shelf registration statementregulatory
"The offerings were made pursuant to an effective shelf registration statement"
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.
prospectus supplementregulatory
"Each offering was made only by means of a prospectus supplement relating to that 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.
REDWOOD CITY, Calif., April 17, 2026 (GLOBE NEWSWIRE) -- Revolution Medicines, Inc. (Nasdaq: RVMD), a late-stage clinical oncology company developing targeted therapies for patients with RAS-addicted cancers, today announced the closing of its concurrent upsized public offerings of 12,147,887 shares of its common stock at a public offering price of $142.00 per share and $500.0 million aggregate principal amount of 0.50% convertible senior notes due 2033 (the “notes”). The shares of common stock issued and sold in the common stock offering include 1,584,506 shares issued upon exercise in full by the underwriters of their option to purchase additional shares of common stock at the public offering price, less underwriting discounts and commissions. The gross proceeds from the offerings, before deducting underwriting discounts and commissions and other offering expenses payable by Revolution Medicines, were approximately $2,225.0 million.
J.P. Morgan, TD Cowen and Guggenheim Securities acted as book-running managers for the note offering and the common stock offering. LifeSci Capital acted as lead manager for the note offering and the common stock offering.
The notes are senior, unsecured obligations of Revolution Medicines and will accrue interest at a rate of 0.50% per annum, payable semi-annually in arrears on May 1 and November 1 of each year, beginning on November 1, 2026. The notes will mature on May 1, 2033, unless earlier repurchased, redeemed or converted. Before February 1, 2033, noteholders will have the right to convert their notes only upon the occurrence of certain events. From, and including, February 1, 2033, noteholders may convert their notes at any time at their election until the close of business on the second scheduled trading day immediately before the maturity date. Revolution Medicines will settle conversions by paying or delivering, as applicable, cash, shares of its common stock or a combination of cash and shares of its common stock, at Revolution Medicines’ election. The initial conversion rate is 5.0302 shares of common stock per $1,000 principal amount of notes, which represents an initial conversion price of approximately $198.80 per share of common stock. The initial conversion price represents a premium of approximately 40.0% over the public offering price per share of common stock in the common stock offering. The conversion rate and conversion price will be subject to adjustment upon the occurrence of certain events.
The notes will be redeemable, in whole or in part (subject to certain limitations), for cash at Revolution Medicines’ option at any time, and from time to time, on or after May 6, 2030 and on or before the 31st scheduled trading day immediately before the maturity date, but only if the last reported sale price per share of Revolution Medicines’ common stock exceeds 130% of the conversion price for a specified period of time and certain other conditions are satisfied. The redemption price will be equal to the principal amount of the notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date.
If a “fundamental change” (as defined in the indenture for the notes) occurs, then, subject to a limited exception, noteholders may require Revolution Medicines to repurchase their notes for cash. The repurchase price will be equal to the principal amount of the notes to be repurchased, plus accrued and unpaid interest, if any, to, but excluding, the fundamental change repurchase date.
Revolution Medicines estimates that the aggregate net proceeds from the offerings were approximately $2,137.2 million, after deducting the underwriting discounts and commissions and estimated offering expenses. Revolution Medicines intends to use the net proceeds from the offerings for general corporate purposes, including research and development expenses, expenses relating to the potential commercialization of one or more of its product candidates, general and administrative expenses and capital expenditures.
The offerings were made pursuant to an effective shelf registration statement on file with the Securities and Exchange Commission (the “SEC”). Each offering was made only by means of a prospectus supplement relating to that offering and an accompanying prospectus. Copies of the final prospectus supplement and the accompanying prospectus relating to each offering may be obtained for free by visiting EDGAR on the SEC’s website at www.sec.gov. Alternatively, copies of these documents may be obtained by contacting: J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 or by email at prospectus-eq_fi@jpmchase.com and postsalemanualrequests@broadridge.com; TD Securities (USA) LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, or by email at TDManualrequest@broadridge.com; and Guggenheim Securities, LLC, Attention: Equity Syndicate Department, 330 Madison Avenue, 8th Floor, New York, NY 10017, by telephone at (212) 518-9544, or by email at GSEquityProspectusDelivery@guggenheimpartners.com.
This press release shall not constitute an offer to sell or a solicitation of an offer to buy any securities referred to in this press release, nor shall there be any sale of any such securities in any state or other 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 other jurisdiction.
About Revolution Medicines, Inc.
Revolution Medicines is a late-stage clinical oncology company developing novel targeted therapies for patients with RAS-addicted cancers. The company’s R&D pipeline comprises RAS(ON) inhibitors designed to suppress diverse oncogenic variants of RAS proteins. The company’s RAS(ON) inhibitors daraxonrasib (RMC-6236), a RAS(ON) multi-selective inhibitor; elironrasib (RMC-6291), a RAS(ON) G12C-selective inhibitor; zoldonrasib (RMC-9805), a RAS(ON) G12D-selective inhibitor; and RMC-5127, a RAS(ON) G12V-selective inhibitor, are currently in clinical development. Additional development opportunities in the company’s pipeline focus on RAS(ON) mutant-selective inhibitors, including RMC-0708 (Q61H) and RMC-8839 (G13C).
Forward-Looking Statements
This press release includes forward-looking statements, including statements regarding the intended use of the net proceeds from the offerings. Forward-looking statements represent Revolution Medicines’ current expectations regarding future events and are subject to known and unknown risks and uncertainties that could cause actual results to differ materially from those implied by the forward-looking statements. Among those risks and uncertainties are market conditions, risks described under the caption “Risk Factors” in the final prospectus supplements for the offerings and risks relating to Revolution Medicines’ business, including those described in periodic reports that Revolution Medicines files from time to time with the SEC. Revolution Medicines cannot provide any assurances regarding its ability to effectively apply the net proceeds as described above. The forward-looking statements included in this press release speak only as of the date of this press release, and Revolution Medicines does not undertake to update the statements included in this press release for subsequent developments, except as may be required by law.
Revolution Medicines Media & Investor Contact: media@revmed.com investors@revmed.com
FAQ
What did RVMD announce on April 17, 2026 about capital raising?
RVMD closed concurrent upsized offerings raising roughly $2.225 billion gross. According to the company, the transactions included 12,147,887 common shares at $142.00 and $500.0 million of 0.50% convertible notes due 2033.
How much net cash did RVMD expect to receive from the April 17, 2026 offerings?
RVMD estimates approximately $2,137.2 million in net proceeds. According to the company, this is after deducting underwriting discounts, commissions and estimated offering expenses.
What are the key terms of RVMD’s 0.50% convertible notes due 2033?
The notes carry a 0.50% coupon and mature on May 1, 2033. According to the company, initial conversion is 5.0302 shares per $1,000 principal (≈$198.80 per share) with specified conversion and redemption conditions.
What does full exercise of the underwriters’ option mean for RVMD shareholders?
Full exercise increased the share count by 1,584,506 additional shares sold at the offering price. According to the company, this resulted in greater immediate dilution but increased gross proceeds to about $2.225 billion.
How does RVMD plan to use the proceeds from the April 17, 2026 offerings?
RVMD intends to use proceeds for general corporate purposes, including R&D, commercialization expenses, G&A, and capital expenditures. According to the company, these uses include expenses related to potential product commercialization.
