Scinai Immunotherapeutics Announces $4.0 Million Financing Through a Private Placement and Warrant Inducement

The investor will receive two groups of five-year warrants alongside the share purchase and exercise of existing warrants.

Rhea-AI Summary

Scinai Immunotherapeutics (NASDAQ: SCNI) entered financing agreements with an existing institutional investor expected to raise approximately $4.0 million gross. The private placement covers 2,458,334 American Depositary Shares (ADSs), or pre-funded warrants, at $1.20 per ADS with accompanying warrants. It includes Series A-1 warrants for up to 3,687,501 ADSs. The investor also agreed to exercise existing warrants for 879,194 ADSs at a reduced $1.20 exercise price, receiving new warrants for up to 1,318,791 ADSs.

Both Series A-1 warrant groups are immediately exercisable at $1.20 per ADS for five years. Closing is expected on or about October 15, 2026, subject to customary conditions. Gross proceeds exclude future new-warrant exercises and precede placement-agent fees and expenses. Scinai plans to use net proceeds with existing cash to expand its contract development and manufacturing platform, advance customer programs and selectively invest in immunotherapy.

3 points · 1 major

MixediHow this balance works

How this balance works

Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.

It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.

Rhea-AI Sentiment measures something else, the tone of the wording.

How the balance worksHow Sentiment works

1 major · 5 points

Hollow bars mark forward-looking points. How the balance works

Positive

• Major point. Forward-looking: it has not happened yet and may not happen.Financing agreements are expected to raise approximately $4.0 million gross, excluding future newly issued warrant exercises. 2.4× market cap
• Minor point. Forward-looking: it has not happened yet and may not happen.Scinai plans to fund manufacturing-platform expansion using net proceeds together with existing cash resources.
• Minor point. Forward-looking: it has not happened yet and may not happen.Scinai plans to advance customer programs using net proceeds together with existing cash resources.

Negative

• Major point. Forward-looking: it has not happened yet and may not happen.Private placement of 2,458,334 ADSs or pre-funded warrants at $1.20 per ADS with accompanying warrants adds dilution.
• Minor point. Forward-looking: it has not happened yet and may not happen.Placement Series A-1 warrants for up to 3,687,501 ADSs add potential dilution; immediately exercisable at $1.20 for five years.
• Minor point. Forward-looking: it has not happened yet and may not happen.Existing warrants for 879,194 ADSs will be exercised at a reduced $1.20 price, adding dilution.
• Minor point. Forward-looking: it has not happened yet and may not happen.Inducement warrants for up to 1,318,791 ADSs add potential dilution; immediately exercisable at $1.20 for five years.
• Minor point. Forward-looking: it has not happened yet and may not happen.Placement-agent fees and expenses will reduce the proceeds available to Scinai.

News Explained

The private-placement securities are unregistered, and Scinai has agreed to file with the SEC to register the ADSs issued and issuable under the warrants for resale; resale requires an effective registration statement or an applicable exemption.

Argus 15 min delay 54 alerts

-27.72% vs previous close $0.89 last price 36.6x rel. volume Open Argus

Details

Market move: SCNI -27.72% vs previous close. private placement financing

+15.2% Peak in 4 min

$0.66 – $1.19 Day Range

$1.20M Market Cap

On Oct 14, the day this news came out, the latest delayed price for SCNI is 27.72% below the previous close. Argus tracked a peak move of +15.2% during the session. Our momentum scanner has recorded 54 alerts for this stock so far that day. The latest delayed price is $0.89. Relative volume is exceptionally heavy at 36.6x the average.

Data tracked by StockTitan Argus (15 min delayed). Upgrade to Gold for real-time data.

Key Figures

Gross proceeds: Approximately $4.0 million ADSs offered: 2,458,334 ADSs Combined purchase price: $1.20 per ADS with accompanying warrants; $1.1999 per pre-funded warrant with accompanying warrants +5 more

Gross proceeds

Approximately $4.0 million

Expected from the private placement and warrant inducement, before fees and expenses

ADSs offered

2,458,334 ADSs

Or pre-funded warrants in lieu thereof

Combined purchase price

$1.20 per ADS with accompanying warrants; $1.1999 per pre-funded warrant with accompanying warrants

Private placement terms

Series A-1 warrants

Up to 3,687,501 ADSs

Warrants issued with the private placement

Warrant exercise price

$1.20 per ADS

Series A-1 warrants

Warrant term

Five years

Series A-1 warrants, exercisable immediately

Existing warrants exercised

879,194 ADSs at $1.20 per ADS

Immediate cash exercise at a reduced exercise price

New warrants

Up to 1,318,791 ADSs

Issued in consideration for immediate exercise of the existing warrants

Previous Private placement Reports

1 past event · Latest: Apr 24

Same Type 1 event

1. Apr 24

   private placement

   24h Move

   +61.6%

   Prior $2.61 million placement paired ADSs with two warrant series for CDMO and pipeline investment.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

american depositary shares, pre-funded warrants, private placement, regulation d

4 terms

american depositary shares financial

"purchase and sale of 2,458,334 American Depositary Shares"

American depositary shares (ADSs) are a way for investors in the United States to buy shares of foreign companies without dealing with international markets directly. They represent ownership in a foreign company's stock and are traded on U.S. stock exchanges, making it easier for American investors to buy, sell, and own parts of companies from around the world.

pre-funded warrants financial

"or pre-funded warrants in lieu thereof"

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.

private placement financial

"the investor will receive in a private placement new unregistered Series A-1 warrants"

A private placement is a sale of securities directly to a selected group of investors, typically institutions or accredited investors, instead of through a public offering. It lets a company raise money faster and with fewer regulatory steps; for existing shareholders it matters because the newly issued shares, often sold at a discount, increase the share count and can dilute their ownership.

regulation d regulatory

"and Regulation D promulgated thereunder"

Regulation D is a set of rules that govern how companies can raise money from investors without going through the full process required for public stock offerings. It provides simplified options for private placements, making it easier for companies to seek investments from a smaller group of investors. For investors, it offers opportunities to invest in private companies, often with fewer restrictions, but also with different levels of risk and disclosure.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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JERUSALEM, October 14, 2026 /PRNewswire/ -- Scinai Immunotherapeutics Ltd. (NASDAQ: SCNI) ("Scinai" or the "Company"), a biopharmaceutical company operating a growing contract development and manufacturing organization ("CDMO") alongside an immunology-focused therapeutic development platform, today announced that it has entered into a securities purchase agreement with an existing life sciences institutional investor for the purchase and sale of 2,458,334 American Depositary Shares ("ADSs") (or pre-funded warrants in lieu thereof), each ADS representing 40,000 ordinary shares, together with Series A-1 warrants to purchase up to 3,687,501 ADSs, at an exercise price of $1.20 per ADS, exercisable immediately with a term of five years, at a combined purchase price of $1.20 per ADS and accompanying warrants (or $1.1999 per pre-funded warrant and accompanying warrants). Each pre-funded warrant will have a remaining exercise price of $0.0001 per ADS.

In addition, the Company entered into a warrant inducement agreement with the same investor for the immediate cash exercise of warrants issued in April 2026 to purchase an aggregate of 879,194 ADSs (the "Existing Warrants") at a reduced exercise price of $1.20 per ADS.

In consideration for the immediate exercise in full of the Existing Warrants for cash, the investor will receive in a private placement new unregistered Series A-1 warrants to purchase up to 1,318,791 ADSs (the "New Warrants"). The New Warrants will have an exercise price of $1.20 per ADS, will be exercisable immediately, and will expire five (5) years from the date of issuance.

The aggregate gross proceeds from the private placement and the warrant inducement transaction are expected to be approximately $4.0 million, before deducting placement agent fees and expenses. These proceeds exclude any future proceeds from the exercise of the newly issued Series A-1 warrants. The closing of the transactions is expected to occur on or about October 15, 2026, subject to satisfaction of customary closing conditions.

Scinai intends to use the net proceeds, together with existing cash resources, to support the expansion of its CDMO platform, advance customer programs, and continue selective investment in its immunotherapy pipeline. The Company believes this financing will support the execution of its growth strategy.

A.G.P./Alliance Global Partners is acting as the sole placement agent for the transactions.

The ADSs issuable upon exercise of the Existing Warrants have been registered for resale pursuant to the Company's effective registration statement on Form F-3 (File No. 333-295698). The ADSs and warrants offered in the private placement, the New Warrants and the securities underlying those warrants have not been registered under the Securities Act of 1933, as amended (the "Securities Act"), or applicable state securities laws. The offer and sale of the securities in the private placement and the New Warrants will be made in reliance on an exemption from registration under Section 4(a)(2) of the Securities Act and Regulation D promulgated thereunder. Accordingly, these unregistered securities may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act and such applicable state securities laws. The Company has agreed to file a registration statement with the SEC to register for resale the ADSs issued in the private placement, the ADSs issuable upon exercise of the pre-funded warrants and New Warrants, and the underlying ordinary shares.

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

About Scinai Immunotherapeutics

Scinai Immunotherapeutics Ltd. (Nasdaq: SCNI) is a biopharmaceutical company operating a growing contract development and manufacturing organization alongside an immunology-focused therapeutic development platform.

Through its wholly owned subsidiary, Scinai Biopharma Services Ltd., the Company provides development and manufacturing services to biotechnology and pharmaceutical companies at its facilities in Jerusalem and Yavne, Israel. Scinai also advances its NanoAb platform through research collaboration and license arrangements with the Max Planck Society and University Medical Center Göttingen, both in Germany.

For more information, please visit: www.scinai.com  

Company Contacts

Business Development | +972 8 930 2529 | bd@scinai.com

Investor Relations, Allele Capital Partners | Brian DeBeer | +1 (561) 388-8178 | Brian.DeBeer@scinai.com

Forward-Looking Statements

This press release contains forward-looking statements under applicable U.S. securities laws, including the Private Securities Litigation Reform Act of 1995. Forward-looking statements include, among other things, statements regarding the timing and completion of the private placement and warrant inducement, the expected gross proceeds, the anticipated use of proceeds and the expected benefits of the financing.

Actual outcomes may differ materially from current expectations. Relevant risks include the risk that one or both transactions may not close on the anticipated terms or timetable, or at all; technical, analytical, manufacturing, quality or regulatory difficulties; delays in equipment, materials or third-party services which can lead to delays in payments; changes in customer requirements or development plans; contractual modification or termination; delayed payments; failure to meet milestones; and differences between anticipated billings, cash collections and recognized revenue. Additional risks include financing requirements, market conditions, competition, geopolitical conditions and the other risks described in the Company's Annual Report on Form 20-F and subsequent filings with the U.S. Securities and Exchange Commission.

Forward-looking statements reflect expectations as of the date of this release. Scinai undertakes no obligation to update them except as required by law.

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SOURCE Scinai Immunotherapeutics Ltd.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How much does Scinai expect to raise, and when is the financing expected to close?

Scinai expects approximately $4.0 million in aggregate gross proceeds, with closing on or about October 15, 2026, subject to customary closing conditions. The amount is before placement-agent fees and expenses and excludes any future proceeds from exercising the newly issued Series A-1 warrants.

What are the terms of Scinai's new Series A-1 warrants?

The Series A-1 warrants are immediately exercisable at $1.20 per ADS and have five-year terms. The private placement includes warrants for up to 3,687,501 ADSs; the warrant inducement adds new warrants for up to 1,318,791 ADSs.

What are the pre-funded warrant terms in Scinai's private placement?

The purchase price is $1.1999 per pre-funded warrant and accompanying warrants, with a remaining exercise price of $0.0001 per ADS. Pre-funded warrants may be purchased instead of ADSs. Each ADS represents 40,000 ordinary shares.