Veru Announces Pricing of $25 Million Public Offering

Rhea-AI Summary

Veru (NASDAQ: VERU)Oct 30, 2025 consisting of 1,400,000 common shares, pre-funded warrants for up to 7,000,000 shares, and accompanying Series A and Series B warrants to purchase up to 8,400,000 shares each.

The combined public offering price per share with warrants is $3.00 (pre-funded combined price $2.999). Gross proceeds are expected to be approximately $25.2 million at closing (on or about Oct 31, 2025); cash exercise of all warrants would yield an additional $50.4 million. Net proceeds are planned to fund development of enobosarm, primarily the Phase 2b PLATEAU clinical study, and for working capital and general corporate purposes.

Positive

• Gross proceeds of approximately $25.2 million expected at closing
• Potential $50.4 million additional gross proceeds if all warrants exercised
• Proceeds earmarked to fund enobosarm Phase 2b PLATEAU clinical activities

Negative

• Offering includes pre-funded warrants and warrants creating potential dilution of up to 23.8 million shares
• Offered at a low $3.00 per combined unit, which may dilute existing shareholders
• Net proceeds will be reduced by underwriting discounts, commissions and offering expenses

Insights

Equity Capital Markets Analyst

Underwritten offering raises near-term funding for Phase 2b but brings dilution and conditional future proceeds.

Veru priced a public offering that will raise approximately $25.2 million in gross proceeds at a combined unit price of $3.00, with additional potential cash of about $50.4 million if the warrants are exercised.

The transaction provides explicit funding for enobosarm development, prioritizing the Phase 2b PLATEAU study and working capital. The structure uses pre-funded warrants to accommodate certain investor needs and includes sizeable attachable Series A and Series B warrants, which create future dilution if exercised.

Key dependencies include the closing (expected on or about October 31, 2025) and execution of the Phase 2b program with the allocated proceeds. Watch closing confirmation, the company’s burn rate against the net proceeds, and any announcements about exercising warrants or partnering discussions over the next 6–12 months.

10/30/2025 - 08:00 AM

MIAMI, FL, Oct. 30, 2025 (GLOBE NEWSWIRE) -- Veru Inc. (NASDAQ: VERU), a late clinical stage biopharmaceutical company focused on developing innovative medicines for the treatment of cardiometabolic and inflammatory diseases, announced today the pricing of an underwritten public offering of (i) 1,400,000 shares of its common stock, (ii) pre-funded warrants to purchase up to 7,000,000 shares of its common stock, and (iii) accompanying Series A warrants to purchase up to 8,400,000 shares of common stock and accompanying Series B warrants to purchase up to 8,400,000 shares of common stock. The combined public offering price of each share of common stock, accompanying Series A warrant and accompanying Series B warrant is $3.00. For investors who elect to purchase pre-funded warrants in lieu of common stock, the combined public offering price for each pre-funded warrant, accompanying Series A warrant and accompanying Series B warrant is $2.999, which equals the combined price at which shares of common stock, accompanying Series A warrants and accompanying Series B warrants are being sold in the offering, minus $0.001, the per share exercise price of each pre-funded warrant. All of the securities being sold in the offering are being sold by Veru. The offering is expected to close on or about October 31, 2025, subject to the satisfaction of customary closing conditions.

The gross proceeds to Veru from the offering, before deducting underwriting discounts and commissions and other estimated offering expenses, are expected to be approximately $25.2 million. If all of the warrants sold in this offering were to be exercised in cash at their exercise price, Veru would receive additional gross proceeds of approximately $50.4 million, before deducting expenses and fees.

Veru intends to use the net proceeds from the proposed offering to fund the development of enobosarm, with a primary focus on Phase 2b PLATEAU clinical study activities. Some of the proceeds will also be used for working capital purposes, including existing vendor obligations, and for other general corporate purposes including working with potential development partners for enobosarm.

Canaccord Genuity LLC and Oppenheimer & Co. Inc. are acting as joint book-running managers for the offering.

The shares of common stock, pre-funded warrants and accompanying Series A warrants and Series B warrants, and shares of common stock issuable upon exercise of the pre-funded warrants, Series A warrants and Series B warrants, are being offered by Veru pursuant to a shelf registration statement on Form S-3 previously filed with the Securities and Exchange Commission (SEC) on March 16, 2023 which was amended on April 11, 2023 and declared effective by the SEC on April 14, 2023. This offering is being made only by means of a prospectus and prospectus supplement that form a part of the registration statement. A final prospectus supplement related to the offering will be filed with the SEC, and will be available on the website of the SEC at http://www.sec.gov. Copies of the final prospectus supplement and the accompanying prospectus relating to this offering may also be obtained when available by contacting Canaccord Genuity LLC, Attention: Syndication Department, One Post Office Square, Suite 3000, Boston, Massachusetts 02109, or by telephone at (617) 371-3900, or by email at prospectus@cgf.com; or Oppenheimer & Co. Inc., Attention: Syndicate Prospectus Department, 85 Broad Street, 26th Floor, New York, NY 10004, or by telephone at (212) 667-8055, or by email at EquityProspectus@opco.com.

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 jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of that state or jurisdiction.

About Veru Inc.

Veru Inc. is a late clinical stage biopharmaceutical company focused on developing innovative medicines for the treatment of cardiometabolic and inflammatory diseases.

Cautionary Statement on Forward Looking Statements

This press release contains "forward-looking statements" as that term is defined in the Private Securities Litigation Reform Act of 1995, including, without limitation, express or implied statements related to Veru’s expectations regarding the timing of the proposed public offering, the size and expected gross proceeds from the offering and the anticipated use of proceeds from the proposed offering. The words "anticipate," "believe," "could," "expect, " "intend," "may," "opportunity," "plan," "predict," "potential," "estimate," "should," "will," "would" and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Any forward-looking statements in this press release are based upon current plans and strategies of Veru Inc. (the Company) and reflect the Company's current assessment of the risks and uncertainties related to its business and are made as of the date of this press release. The Company assumes no obligation to update any forward-looking statements contained in this press release because of current information or future events, developments or circumstances. Such forward-looking statements are subject to known and unknown risks, uncertainties and assumptions, and if any such risks or uncertainties materialize or if any of the assumptions prove incorrect, our actual results could differ materially from those expressed or implied by such statements. Factors that may cause actual results to differ materially from those contemplated by such forward-looking statements include, but are not limited to, uncertainties related to market conditions and the satisfaction of customary closing conditions related to the proposed public offering and the Company’s expectations regarding the completion, timing and size of the proposed public offering and the use of proceeds therefrom. This list is not exhaustive and other risks are detailed in the Company’s periodic reports filed with the SEC, including the Company's Form 10-K for the year ended September 30, 2024 and subsequent Quarterly Reports on Form 10-Q.

Investor and Media Contact:
Samuel Fisch
Executive Director, Investor Relations and Corporate Communications
Email: veruinvestor@verupharma.com

FAQ

What securities did Veru (VERU) price on October 30, 2025?

Veru priced 1,400,000 common shares, pre-funded warrants for up to 7,000,000 shares, and Series A and Series B warrants each to purchase up to 8,400,000 shares.

How much will Veru (VERU) raise from the October 2025 offering?

Gross proceeds at closing are expected to be approximately $25.2 million; full warrant cash exercise would add about $50.4 million.

What will Veru (VERU) use the offering proceeds for?

Net proceeds will fund development of enobosarm, focusing on the Phase 2b PLATEAU study, plus working capital and vendor obligations.

When is the Veru (VERU) offering expected to close?

The offering is expected to close on or about October 31, 2025, subject to customary closing conditions.

Who are the book‑running managers for Veru's (VERU) October 2025 offering?

Canaccord Genuity LLC and Oppenheimer & Co. Inc. are acting as joint book‑running managers.

How much dilution could Veru (VERU) shareholders face if all warrants are exercised?

The offering includes instruments that could result in issuance of up to 23.8 million additional shares upon exercise.