Ensysce Biosciences Announces Acquisition of Cy Biopharma, $43M Financing

What Happened
Ensysce Biosciences, Inc. reported that it completed its acquisition of Cy Biopharma, Inc. (announced August 5, 2026) and entered a Securities Purchase Agreement to issue 120,260 shares of Series C Preferred Stock for about $43 million in total financing. The first tranche closed on August 7, 2026, raising more than $21 million in gross proceeds; the second tranche remains contingent on a clinical trial milestone that has not yet occurred. The company filed the 8-K on August 24, 2026.

Key Details

• Issuance: 120,260 shares of Series C Preferred Stock for an aggregate purchase price of approximately $43 million.
• Initial closing: August 7, 2026 — raised over $21 million in gross proceeds.
• Contingency: Second tranche closing is subject to a clinical trial milestone that has not been achieved.
• Nasdaq status: As of the filing, Ensysce believes it has at least $2.5 million in stockholders’ equity (meeting Nasdaq Listing Rule 5550(b)(1)) and believes it has at least $5 million in equity and meets other criteria under Rule 5810(c)(3)(A) to request a second 180‑day grace period for the $1.00 bid price requirement; the formal request was submitted to Nasdaq on August 24, 2026.

Why It Matters
The acquisition and partial financing provide near-term capital and strategic assets but leave future funding from the second tranche dependent on a clinical milestone. For investors, the financing and claimed equity levels may resolve certain Nasdaq listing equity requirements and enable Ensysce to request more time to regain the $1.00 bid price, but final confirmation from Nasdaq is pending.