Senseonics Announces Pricing of $80 Million Public Offering of Common Stock and Pre-Funded Warrants

Senseonics (NASDAQ: SENS) priced an underwritten public offering to raise gross proceeds of $80.0 million by offering 8,000,000 common shares at $5.00 per share and 8,000,000 pre-funded warrants at $4.999 each.

Rhea-AI Summary

Senseonics (NASDAQ: SENS) priced an underwritten public offering to raise gross proceeds of $80.0 million by offering 8,000,000 common shares at $5.00 per share and 8,000,000 pre-funded warrants at $4.999 each. The underwriters have a 30-day option to buy up to 2,400,000 additional shares. The offering is expected to close on May 4, 2026, subject to customary closing conditions. Net proceeds are intended to fund the Eversense 365 launch, pipeline development, working capital, and general corporate purposes.

Positive

• Gross proceeds expected: $80.0 million
• Offering includes 8,000,000 common shares and 8,000,000 pre-funded warrants
• Underwriters granted 30-day option for 2,400,000 additional shares

Negative

• Potential dilution from 8,000,000 new shares plus 8,000,000 pre-funded warrants
• Pre-funded warrants will not be listed on any securities exchange

Argus May 1 session

-22.84% close to close Open Argus

Details

News Market Reaction – SENS

In the May 1 session, SENS declined 22.84%, reflecting a significant negative market reaction.

Data tracked by StockTitan Argus on the day of publication.

Market Context

The stock dropped -22.8% in the session following this news. A negative reaction despite the company...

Analysis

The stock dropped -22.8% in the session following this news. A negative reaction despite the company already signaling capital needs would fit the pattern from the prior offering, which saw a -2.99% move. The new deal’s $5.00 pricing, additional 8,000,000 pre-funded warrants and underwriter option for 2,400,000 more shares add clear dilution. Investors would have weighed these pressures against the benefit of funding Eversense 365’s rollout and pipeline development.

Key Figures

Common shares offered: 8,000,000 shares Pre-funded warrants: 8,000,000 warrants Offer price: $5.00 per share +5 more

Common shares offered

8,000,000 shares

Underwritten public offering at $5.00 per share

Pre-funded warrants

8,000,000 warrants

Pre-funded warrants in lieu of common stock

Offer price

$5.00 per share

Public offering price for common stock

Pre-funded warrant price

$4.999 per share

Purchase price per pre-funded warrant share

Warrant exercise price

$0.001 per share

Exercise price for each pre-funded warrant

Gross proceeds

$80 million

Expected gross proceeds before fees and expenses

Underwriter option

2,400,000 shares

30-day option to buy additional common stock

Shelf file number

File No. 333-289306

Form S-3 shelf registration referenced for the offering

Previous Offering Reports

1 past event · Latest: Oct 25

Same Type 1 event

1. Oct 25

   Registered direct offering

   24h Move

   -3.0%

   Announced $16M registered direct equity offering with additional private warrants.

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

Key Terms

underwritten public offering, pre-funded warrants, shelf registration statement, form s-3, +2 more

6 terms

underwritten public offering financial

"today announced the pricing of an underwritten public offering of 8,000,000 shares"

An underwritten public offering is when a company sells new shares of its stock to the public with the help of a financial firm, called an underwriter. The underwriter agrees to buy all the shares upfront, reducing the company's risk, and then sells them to investors. This process helps companies raise money quickly and confidently from a wide range of buyers.

pre-funded warrants financial

"in lieu of common stock, to certain investors, pre-funded warrants to purchase 8,000,000"

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.

shelf registration statement regulatory

"The proposed offering is being made pursuant to a “shelf” registration statement on Form S-3"

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.

form s-3 regulatory

"registration statement on Form S-3, including a base prospectus (File No. 333-289306)"

Form S-3 is a legal document companies use to register their stock sales with the government, making it easier and faster for them to raise money by selling shares to investors. It’s like having a pre-approved shopping list that lets a company quickly sell new shares when they need funds, without going through a lengthy approval process each time.

base prospectus regulatory

"Form S-3, including a base prospectus (File No. 333-289306) that was originally filed"

A base prospectus is a detailed document that provides essential information about a financial offering, such as a bond or share issue. It acts like a comprehensive guide for investors, explaining what the investment involves, the risks involved, and how the process works. This helps investors make informed decisions before committing their money.

prospectus supplement regulatory

"A preliminary prospectus supplement and accompanying prospectus relating to the proposed 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.

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

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GERMANTOWN, Md., April 30, 2026 (GLOBE NEWSWIRE) -- Senseonics Holdings, Inc. (NASDAQ: SENS), a medical technology company focused on the development, manufacturing and commercialization of long-term, implantable continuous glucose monitoring (CGM) systems for people with diabetes, today announced the pricing of an underwritten public offering of 8,000,000 shares of common stock at a price to the public of $5.00 per share, and in lieu of common stock, to certain investors, pre-funded warrants to purchase 8,000,000 shares of common stock at a purchase price of $4.999 per pre-funded warrant share, which equals the public offering price per share of the common stock less the $0.001 exercise price per share of each pre-funded warrant. The gross proceeds to Senseonics from the offering, before deducting underwriting discounts and commissions and estimated offering expenses, are expected to be $80 million. In addition, Senseonics granted the underwriters a 30-day option to purchase up to an additional 2,400,000 shares of common stock at the public offering price, less underwriting discounts and commissions. The offering is expected to close on May 4, 2026, subject to satisfaction of customary closing conditions.   The pre-funded warrants will not be listed on any securities exchange.

TD Cowen and Barclays are acting as joint book-running managers and Mizuho and Lake Street are acting as bookrunners for the proposed offering.

The proposed offering is being made pursuant to a “shelf” registration statement on Form S-3, including a base prospectus (File No. 333-289306) that was originally filed with the Securities and Exchange Commission (the “SEC”) on August 6, 2025 and became effective on August 18, 2025. A preliminary prospectus supplement and accompanying prospectus relating to the proposed offering were filed with the SEC and are available on the SEC’s website at www.sec.gov. A final prospectus supplement and accompanying prospectus relating to the offering will be filed with the SEC and will be available for free on the SEC’s website located at http://www.sec.gov. Copies of the final prospectus supplement and accompanying prospectus may be obtained, when available, by contacting TD Securities (USA) LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, or by email at TDManualrequest@broadridge.com; or Barclays Capital Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone at (888) 603-5847, or by email at barclaysprospectus@broadridge.com. 

Senseonics intends to use the net proceeds from the public offering to fund the ongoing launch of Eversense 365 and continued development of pipeline products, as well as for working capital and general corporate purposes.

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 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 Senseonics

Senseonics Holdings, Inc. ("Senseonics") is a medical technology company focused on the development, manufacturing and commercialization of glucose monitoring products designed to transform lives in the global diabetes community with differentiated, long-term implantable glucose management technology. Senseonics' CGM systems Eversense® 365 and Eversense® E3 include a small sensor inserted completely under the skin that communicates with a smart transmitter worn over the sensor. The glucose data are automatically sent every 5 minutes to a mobile app on the user's smartphone.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of The Private Securities Litigation Reform Act of 1995, including without limitation statements regarding, among other things, Senseonics’ expectations about the closing date of the offering and the anticipated use of proceeds from the offering. The words “expects,” “potential,” “may,” “will,” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Actual results or events could differ materially from the plans, intentions and expectations disclosed in these forward-looking statements as a result of various important factors, including risks relating to Senseonics’ inability, or the inability of underwriters, to satisfy the conditions to closing for the offering; uncertainties relating to the current economic environment, market and other conditions; and other risks and uncertainties that are described in the Risk Factors section of Senseonics’ Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on March 2, 2026, and other filings Senseonics makes with the SEC from time to time. The events and circumstances discussed in such forward-looking statements may not occur, and Senseonics’ actual results could differ materially and adversely from those anticipated or implied thereby. Any forward-looking statements contained in this press release speak only as of the date hereof, and Senseonics expressly disclaims any obligation to update any forward-looking statements, whether because of new information, future events or otherwise.

INVESTOR CONTACT:
Jeremy Feffer
LifeSci Advisors
investors@senseonics.com

FAQ

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

What did Senseonics (SENS) announce on May 1, 2026 about a public offering?

Senseonics priced an offering to raise gross proceeds of $80.0 million. According to the company, the offering includes 8,000,000 common shares at $5.00 and 8,000,000 pre-funded warrants at $4.999, with a 30-day option for 2,400,000 additional shares.

When is the Senseonics (SENS) offering expected to close and are there conditions?

The offering is expected to close on May 4, 2026, subject to customary closing conditions. According to the company, closing depends on satisfaction of usual underwriter and regulatory requirements before final settlement.

How will Senseonics (SENS) use the net proceeds from the $80 million offering?

The company intends to use net proceeds to fund the launch of Eversense 365, advance pipeline development, and for working capital and general corporate purposes. According to the company, these uses are the stated funding priorities.

What are pre-funded warrants in the Senseonics (SENS) offering and will they trade on an exchange?

Pre-funded warrants allow purchasers to acquire shares with a minimal exercise price; they were priced at $4.999 here. According to the company, the pre-funded warrants will not be listed on any securities exchange.

Who are the underwriters for Senseonics (SENS) and do they have an overallotment option?

TD Cowen and Barclays are joint book-running managers; Mizuho and Lake Street are bookrunners. According to the company, underwriters have a 30-day option to purchase up to 2,400,000 additional shares at the public offering price.