8-K/AFiled Aug 10, 8:00 PM ET

Replimune Group Announces $140.5M Underwritten Stock Offering

$REPL · Replimune Group, Inc.

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Replimune Group Announces $140.5M Underwritten Stock Offering

What Happened
Replimune Group, Inc. (REPL) announced on August 9, 2026 that it entered into an underwriting agreement for an offering consisting of 9,701,490 shares of common stock and pre-funded warrants to purchase 2,736,340 shares. The shares are priced at $12.06 each and the pre-funded warrants at $12.0599 each (reflecting a $0.0001 exercise price). The company expects delivery/closing on or about August 11, 2026. The offering is being managed by Leerink Partners LLC, J.P. Morgan Securities LLC, and Cantor Fitzgerald & Co.

Key Details

  • Offering size: 9,701,490 common shares + pre-funded warrants to buy 2,736,340 shares.
  • Prices: $12.06 per share; $12.0599 per pre-funded warrant (exercise price $0.0001).
  • Estimated net proceeds: approximately $140.5 million (after underwriting discounts, commissions and estimated expenses).
  • Timing and mechanics: Underwriting agreement dated Aug 9, 2026; expected delivery/closing on or about Aug 11, 2026. Pre-funded warrants exercisable immediately but include a default ownership cap of 4.99% (can be changed up to 19.99% with 61 days’ notice).

Why It Matters
This is a material capital raise: the company will receive roughly $140.5M in net proceeds if the offering closes as expected. That additional cash can affect Replimune’s financial runway and funding for its programs, but issuing new shares and pre-funded warrants will dilute existing shareholders. Investors should monitor the final prospectus or supplement for disclosure about the intended use of proceeds, exact post-offering share count, and any market impact when the securities are issued.