AEON Biopharma Announces $12.2M Public Offering with Warrants

What Happened

• AEON Biopharma announced it closed an underwritten public offering on July 15, 2026. The Company sold 17,851,599 shares of Class A common stock and pre‑funded warrants to purchase 24,837,008 shares, each unit accompanied by two milestone warrants. The combined public offering price was $0.3221 per share (and accompanying milestone warrants) and $0.3220 per pre‑funded warrant (and accompanying milestone warrants). Lake Street Capital Markets acted as Representative. Net proceeds to AEON were approximately $12.2 million after underwriting discounts, commissions and estimated offering expenses. The Company plans to use the funds for working capital and to conduct comparative analytical testing on ABP‑450 to support biosimilarity to BOTOX®.

Key Details

• Offering timeline and structure: Underwriting Agreement dated July 13, 2026; offering declared effective July 13; closed July 15, 2026. Representative exercised the over‑allotment option on July 14 to acquire additional milestone warrants tied to 6,403,290 shares (two‑year and five‑year milestone warrants).
• Warrant economics:
  • Pre‑Funded Warrants: immediately exercisable, $0.0001 exercise price, no expiration; beneficial ownership cap 4.99% (or 9.99% if elected; can increase to 19.99% after notice).
  • Two‑Year Milestone Warrants: exercisable for one share at $0.3221 or for one pre‑funded warrant at $0.3220; expire on the earlier of 2 years or 45 days after certain FDA Type 2B meeting minutes are announced.
  • Five‑Year Milestone Warrants: exercisable for one share at $0.3704 or for one pre‑funded warrant at $0.3703; expire on the earlier of 5 years or 45 days after AEON announces initiation of a Phase 3 clinical equivalence trial of ABP‑450.
• Restrictions and agent agreements: Company and its directors/officers agreed to 90‑day lock‑ups after closing; the Company agreed not to issue certain stock or equivalents for 90 days (with exceptions). Continental Stock Transfer & Trust Company is warrant agent; Lake Street and Laidlaw act as solicitation agents with fee tiers (3.0%–4.5%) on cash exercises of milestone warrants.

Why It Matters

• The offering provides AEON about $12.2M of near‑term capital to fund operations and ABP‑450 biosimilarity testing, reducing immediate cash pressure.
• Investors should note potential dilution and share‑overhang from the large number of pre‑funded and milestone warrants; exercises could increase share count if milestones are met or holders convert.
• Milestone warrants are tied to development milestones (FDA Type 2B meeting outcomes and Phase 3 trial initiation), so future warrant activity could align with key clinical/regulatory catalysts for ABP‑450. Lock‑ups temporarily limit insider sales for 90 days.