Sana Biotechnology Announces Closing of Full Exercise of Underwriters’ Option to Purchase Additional Shares

Rhea-AI Summary

Sana Biotechnology (NASDAQ: SANA) has successfully closed the full exercise of underwriters' option to purchase additional shares, following its previously announced public offering. The company sold 3,358,208 shares at $3.35 per share, generating total gross proceeds of approximately $86.3 million including the main offering.

The offering was managed by joint book-runners Morgan Stanley, Goldman Sachs & Co. LLC, BofA Securities, and TD Cowen. The transaction was conducted under a previously filed and SEC-approved Registration Statement on Form S-3.

Positive

• Additional gross proceeds of $86.3 million strengthen company's cash position
• Full exercise of underwriters' option indicates strong institutional interest
• Successfully completed capital raise through established financial institutions

Negative

• Dilution of existing shareholders through additional share issuance
• Share offering price of $3.35 suggests relatively low market valuation

Insights

Biotech Investment Analyst

Sana Biotechnology secures $86.3M through full exercise of underwriters' option, extending cash runway for engineered cell therapy development.

Sana Biotechnology has successfully completed a significant financing event with the full exercise of underwriters' option to purchase additional shares, generating $86.3 million in total gross proceeds before expenses. The sale of 3.35 million shares at $3.35 each supplements their previously announced public offering that closed on August 8.

This financing represents an important capital infusion for Sana, which focuses on engineered cell therapies - a capital-intensive field requiring substantial funding for clinical development. The full exercise of the underwriters' option indicates strong institutional interest in Sana's technology platform despite the challenging market environment for biotech companies.

For an engineered cell therapy developer like Sana, this $86.3 million will likely extend their operational runway, potentially funding key clinical milestones across their pipeline. The involvement of major underwriters including Morgan Stanley, Goldman Sachs, BofA Securities, and TD Cowen adds credibility to this capital raise.

The pricing at $3.35 per share provides insight into current market valuation of Sana's technology platform and pipeline. This financing strengthens Sana's balance sheet at a critical time when capital access remains constrained for many biotech companies, potentially providing competitive advantages in advancing their engineered cell therapy programs toward clinical validation.

SEATTLE, Aug. 20, 2025 (GLOBE NEWSWIRE) -- Sana Biotechnology, Inc. (Nasdaq: SANA) (“Sana”), a company focused on changing the possible for patients through engineered cells, today announced that it has closed the sale of 3,358,208 shares of its common stock at a price to the public of $3.35 per share, pursuant to the exercise in full of the underwriters’ option to purchase additional shares in connection with Sana’s previously announced underwritten public offering, which closed on August 8, 2025. All of the shares were sold by Sana. Total gross proceeds from the offering, including the full exercise of the underwriters’ option, were approximately $86.3 million, before deducting underwriting discounts and commissions and other offering expenses.

Morgan Stanley, Goldman Sachs & Co. LLC, BofA Securities, and TD Cowen acted as joint book-running managers for the offering.

The offering was made pursuant to a Registration Statement on Form S-3, including a base prospectus, previously filed with and declared effective by the SEC. Sana has filed with the SEC the final prospectus supplement and accompanying prospectus relating to the offering. These documents can be accessed for free through the SEC’s website at www.sec.gov. Copies of the final prospectus supplement and the accompanying prospectus relating to the offering may also be obtained from: Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, NY 10014 or by email at prospectus@morganstanley.com; Goldman Sachs & Co. LLC, Attn: Prospectus Department, at 200 West Street, New York, NY 10282, by telephone at (866) 471-2526 or by email at prospectus-ny@ny.email.gs.com; BofA Securities, Attn: Prospectus Department, NC1-022-02-25, 201 North Tryon Street, Charlotte, NC 28255-0001 or by email at dg.prospectus_requests@bofa.com; or TD Securities (USA) LLC, 1 Vanderbilt Avenue, New York, New York 10017, by telephone at (855) 495-9846 or by email at TD.ECM_Prospectus@tdsecurities.com.

This press release shall not constitute an offer to sell or a solicitation of an offer to buy, nor will there be any sale of these securities in any state or other jurisdiction in which such offer, solicitation, or sale would be unlawful before registration or qualification under the securities laws of any such state or jurisdiction.

About Sana Biotechnology
Sana Biotechnology, Inc. is focused on creating and delivering engineered cells as medicines for patients. Sana has operations in Seattle, WA, Cambridge, MA, and South San Francisco, CA.

Investor Relations & Media:
Nicole Keith
investor.relations@sana.com
media@sana.com

FAQ

How much did Sana Biotechnology (SANA) raise in their latest share offering?

Sana Biotechnology raised approximately $86.3 million in gross proceeds through the sale of 3,358,208 shares at $3.35 per share.

Who were the underwriters for Sana Biotechnology's 2025 public offering?

The joint book-running managers were Morgan Stanley, Goldman Sachs & Co. LLC, BofA Securities, and TD Cowen.

What was the price per share for SANA's August 2025 additional share offering?

The additional shares were sold at $3.35 per share.

How many additional shares did Sana Biotechnology sell in the August 2025 offering?

Sana Biotechnology sold 3,358,208 additional shares through the full exercise of the underwriters' option.

What will Sana Biotechnology use the proceeds for?

The press release does not specify the intended use of proceeds from the offering.