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8-KAccepted Sep 28, 4:01 PM ET

ADARx Pharmaceuticals Closes IPO, Raises ~$535.6M

ADRXADARx Pharmaceuticals, Inc.

Accepted (ET)

4:01 PM

Sep 28, 2026

Filed

Sep 28, 2026

Documents

12

Size

193.4 KB

Summary

ADARx Pharmaceuticals Closes IPO, Raises ~$535.6M

Updated

What Happened
ADARx Pharmaceuticals announced it closed its initial public offering (IPO) and a concurrent private placement on September 28, 2026. The IPO sold 26,250,000 shares at $17.00 per share, and AbbVie Inc. purchased 5,255,542 shares in a private placement at the same $17.00 public offering price.

Key Details

  • IPO: 26,250,000 shares sold at $17.00 per share; aggregate gross proceeds ~ $446.3 million (before underwriting discounts/expenses).
  • Private Placement: AbbVie purchased 5,255,542 shares at $17.00 per share; aggregate gross proceeds ~ $89.3 million (before placement fees); AbbVie will own ~4.9% post-close.
  • Private placement shares were issued unregistered under Section 4(a)(2) of the Securities Act; AbbVie represented it is an accredited investor and purchased for investment purposes.
  • Company adopted an amended and restated certificate of incorporation and amended and restated bylaws effective September 28, 2026.
  • Placement agents for the private placement included J.P. Morgan, Morgan Stanley, TD Securities, UBS, and LifeSci Capital; placement agent fee was 2.0% of the private placement purchase price.

Why It Matters
The transactions provide ADARx with significant capital (combined gross proceeds ~ $535.6M) to support its business and development plans and brings AbbVie on as a strategic investor with a roughly 4.9% stake. The closing of the IPO also makes ADARx a public company with new governance documents (restated charter and bylaws) and ongoing SEC reporting obligations, which affects liquidity for shareholders and transparency for investors. The private placement was completed on an exempt basis under securities law, limiting immediate resale options for those shares.

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