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Climb Bio, Inc. Announces $110.0 Million Private Placement

(Very High)
(Neutral)
Tags
private placement

Climb Bio (Nasdaq: CLYM) entered a private placement to raise approximately $110.0 million in gross proceeds, expected to close on or about April 29, 2026, subject to customary closing conditions.

The company is selling 9,481,000 common shares at $9.50 per share and issued pre-funded warrants to purchase up to 2,106,000 shares at $9.4999 each (exercise price $0.0001). Placement agents include Leerink Partners and Piper Sandler; several institutional investors participated. Climb Bio agreed to file a resale registration statement with the SEC within 45 days after closing.

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Positive

  • $110.0M gross proceeds expected from the private placement
  • Participation from multiple institutional investors including RA Capital and Redmile
  • Company will file resale registration within 45 days after closing

Negative

  • Issuance and issuance-up-on-exercise totals 11,587,000 shares potentially outstanding
  • Net proceeds reduced by placement agent fees and offering expenses
  • Pre-funded warrants include beneficial ownership limits that may affect immediate conversion

News Market Reaction – CLYM

-2.53%
9 alerts
-2.53% News Effect
+16.8% Peak Tracked
-13.4% Trough Tracked
-$12M Valuation Impact
$453.80M Market Cap
0.1x Rel. Volume

On the day this news was published, CLYM declined 2.53%, reflecting a moderate negative market reaction. Argus tracked a peak move of +16.8% during that session. Argus tracked a trough of -13.4% from its starting point during tracking. Our momentum scanner triggered 9 alerts that day, indicating moderate trading interest and price volatility. This price movement removed approximately $12M from the company's valuation, bringing the market cap to $453.80M at that time.

Data tracked by StockTitan Argus on the day of publication.

Market Context

This announcement details a $110.0M private placement involving 9,481,000 new shares and 2,106,000 p...
Analysis

This announcement details a $110.0M private placement involving 9,481,000 new shares and 2,106,000 pre-funded warrants at about $9.50 per security, with immediate exercisability of the warrants. The transaction adds capital alongside an already extended runway, but also introduces additional equity and warrant overhang. Investors may watch how quickly the company files the resale registration within 45 days and how future clinical milestones support the enlarged capital base.

Key Figures

Private placement proceeds: $110.0 million Shares sold: 9,481,000 shares Common stock price: $9.50 per share +5 more
8 metrics
Private placement proceeds $110.0 million Aggregate gross proceeds before fees and expenses
Shares sold 9,481,000 shares Common stock issued in the private placement
Common stock price $9.50 per share Purchase price in the private placement
Pre-funded warrants 2,106,000 warrants Pre-funded warrants issued in lieu of common stock
Pre-funded warrant price $9.4999 per warrant Purchase price of each pre-funded warrant
Warrant exercise price $0.0001 per share Exercise price of the pre-funded warrants
Resale filing deadline 45 days Deadline to file resale registration statement after closing
Expected closing date April 29, 2026 Target closing date for the private placement

Historical Context

5 past events · Latest: Apr 08 (Neutral)
Pattern 5 events
Date Event Sentiment 24h Move Catalyst
Apr 08 R&D webcast announcement Neutral +3.4% Announcement of an R&D Spotlight webcast focused on budoprutug and CD19.
Apr 07 Fast Track designation Positive +1.9% FDA Fast Track designation for budoprutug in primary membranous nephropathy.
Mar 05 Earnings and updates Positive +1.5% Q4 and 2025 results with $160.7M cash and runway guidance into 2028.
Feb 05 Conference participation Neutral -7.9% Planned presentations at several investor conferences and related webcasts.
Jan 08 Pipeline strategy update Positive +9.1% Pipeline progress across budoprutug and CLYM116 and guidance for 2026.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Pattern Detected

Recent company news, especially clinical and corporate updates, has more often been followed by positive price reactions, with one notable negative move on a conference announcement.

Recent Company History

Over the last few months, CLYM has generally reacted positively to company updates. A Fast Track designation for budoprutug on Apr 7, 2026 saw a +1.93% move, and a financial and business update on Mar 5, 2026 coincided with a +1.51% reaction. A broad pipeline and strategy update on Jan 8, 2026 drove a stronger +9.05% move. One exception was conference participation news on Feb 5, 2026, which was followed by a -7.92% decline.

Key Terms

private placement, institutional accredited investors, pre-funded warrants, beneficial ownership, +3 more
7 terms
private placement financial
"to sell securities in a private placement for aggregate gross proceeds"
A private placement is a sale of securities directly to a selected group of investors, typically institutions or accredited investors, instead of through a public offering. It lets a company raise money faster and with fewer regulatory steps; for existing shareholders it matters because the newly issued shares, often sold at a discount, increase the share count and can dilute their ownership.
institutional accredited investors financial
"agreement with a select group of institutional accredited investors to sell"
Large financial organizations—such as banks, pension funds, insurance companies, endowments and asset managers—that meet regulatory criteria based on size or experience to buy private, complex, or otherwise restricted securities. They matter to investors because their participation brings big pools of capital, often affects pricing and liquidity, and signals confidence or concern in an offering the way a well-known backer can sway public opinion about a new product.
pre-funded warrants financial
"in lieu of common stock to certain investors, pre-funded warrants to purchase"
Pre-funded warrants are financial instruments that give investors the right to purchase a company's stock at a set price, but with most or all of the purchase price paid upfront. They function like a coupon or gift card for stock, allowing investors to buy shares later at a fixed price, which can be beneficial if they want to avoid future price increases. This makes them important for investors seeking flexibility and certainty in their investment plans.
beneficial ownership regulatory
"subject to certain beneficial ownership limitations set by each holder"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
View in glossary
registration statement regulatory
"agreed to file a registration statement with the U.S. Securities and Exchange"
A registration statement is a formal document that companies file with a government agency to offer new shares of stock to the public. It provides essential information about the company's finances, operations, and risks, helping investors make informed decisions. Think of it as a detailed product description that ensures transparency and trust before buying into a company.
placement agents financial
"Leerink Partners and Piper Sandler are acting as lead placement agents"
Placement agents are professional intermediaries who help companies, investment funds or governments find and secure investors when selling stocks, bonds or private securities, acting like a matchmaker that introduces sellers to suitable buyers. For investors, the choice of placement agent matters because their network, reputation and negotiating skill affect who gets access, the price and the speed of a deal, and they can introduce conflicts or additional fees that influence returns.
resale registration statement regulatory
"offering of the securities under the resale registration statement will only"
A resale registration statement is a document filed with regulators that allows existing shareholders to sell their shares to the public. It provides the necessary legal approval and information for these shares to be resold on the market, helping to increase the availability of shares for trading. For investors, it signals that shares held by current owners can be offered for sale, potentially affecting share prices and market liquidity.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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WELLESLEY HILLS, Mass., April 28, 2026 (GLOBE NEWSWIRE) -- Climb Bio, Inc. (Nasdaq: CLYM), a clinical-stage biotechnology company developing therapeutics for immune-mediated diseases, today announced that it has entered into a securities purchase agreement with a select group of institutional accredited investors to sell securities in a private placement for aggregate gross proceeds of approximately $110.0 million, before deducting placement agent fees and other offering expenses. The private placement is expected to close on or about April 29, 2026, subject to the satisfaction of customary closing conditions.

The private placement included participation from new and existing shareholders including Adage Capital Partners, L.P., ADAR1 Capital Management, Affinity Asset Advisors, LLC, Ally Bridge Group, Cormorant Asset Management, Driehaus Capital Management, Great Point Partners, LLC, RA Capital Management, Redmile, Sirenia Capital Management LP, Woodline Partners LP, and other institutional investors.

Leerink Partners and Piper Sandler are acting as lead placement agents in the private placement. Raymond James, BTIG, Baird, and H.C. Wainwright & Co. are also acting as placement agents in the private placement.

In the private placement, the Company is selling an aggregate of 9,481,000 shares of common stock at a purchase price of $9.50 per share and, in lieu of common stock to certain investors, pre-funded warrants to purchase up to 2,106,000 shares of common stock at a purchase price of $9.4999 per pre-funded warrant. Each pre-funded warrant will have an exercise price of $0.0001 per share and will be exercisable immediately subject to certain beneficial ownership limitations set by each holder, until exercised in full.

The securities being sold in the private placement have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state or other applicable jurisdiction’s securities laws, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state or other jurisdictions’ securities laws. The Company has agreed to file a registration statement with the U.S. Securities and Exchange Commission (the “SEC”) registering the resale of the shares of common stock issued in the private placement and the shares of common stock issuable upon exercise of the pre-funded warrants issued in the private placement no later than 45 days after the closing of the private placement.

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 offer, solicitation or sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. Any offering of the securities under the resale registration statement will only be made by means of a prospectus.

About Climb Bio, Inc.
Climb Bio, Inc. is a clinical-stage biotechnology company with a mission to deliver high impact, disease-modifying medicines for individuals living with immune-mediated diseases, including those affecting kidney health. The Company’s pipeline includes, budoprutug, an anti-CD19 monoclonal antibody that has potential to treat a broad range of B-cell mediated diseases, and CLYM116, an anti-APRIL monoclonal antibody being developed for IgA nephropathy.

Forward-Looking Statements
This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including without limitation statements regarding the anticipated closing of the private placement; the anticipated proceeds from the private placement; the anticipated timing for filing of a registration statement to register the resale of the shares and shares issuable upon exercise of pre-funded warrants to be issued and sold in the private placement; future expectations, plans and prospects for the Company; and other statements containing the words “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “would,” “will,” “working,” and similar expressions. Forward-looking statements are based on management’s current expectations of future events and are subject to a number of risks and uncertainties that could cause actual results to differ materially and adversely from those set forth in, or implied by, such forward-looking statements. The Company may not actually achieve the plans, intentions or expectations disclosed in these forward-looking statements, and you should not place undue reliance on these forward-looking statements. These risks and uncertainties include, but are not limited to, important risks and uncertainties associated with: the ability of the Company to timely and successfully achieve or recognize the anticipated benefits of its technology transfer and exclusive license agreement with Beijing Mabworks Biotech Co., Ltd.; changes in applicable laws or regulation; the possibility that the Company may be adversely affected by other economic, business and/or competitive factors; the Company’s ability to advance budoprutug and CLYM116 on the timelines expected or at all and to obtain and maintain necessary approvals from the U.S. Food and Drug Administration and other regulatory authorities; obtaining and maintaining the necessary approvals from investigational review boards at clinical trial sites and independent data safety monitoring boards; replicating in clinical trials positive results found in early-stage clinical trials and nonclinical studies; competing successfully with other companies that are seeking to develop treatments for primary membranous nephropathy, immune thrombocytopenia, systemic lupus erythematosus, IgA nephropathy and other immune-mediated diseases; maintaining or protecting intellectual property rights related to budoprutug, CLYM116 and/or its other product candidates; the outcome of any legal proceedings or other disputes; managing expenses; and raising the substantial additional capital needed, on the timeline necessary, to continue development of budoprutug, CLYM116 and any other product candidates the Company may develop. For a discussion of other risks and uncertainties and other important factors, any of which could cause the Company’s actual results to differ materially from those contained in the forward-looking statements, see the “Risk Factors” section, as well as discussions of potential risks, uncertainties and other important factors, in the Company’s most recent filings with the U.S. Securities and Exchange Commission. In addition, the forward-looking statements included in this press release represent the Company’s views as of the date hereof and should not be relied upon as representing the Company’s views as of any date subsequent to the date hereof. The Company anticipates that subsequent events and developments will cause the Company’s views to change. However, while the Company may elect to update these forward-looking statements at some point in the future, the Company specifically disclaims any obligation to do so, except as required by law.

Investors and Media
Carlo Tanzi, Ph.D.
Kendall Investor Relations
ctanzi@kendallir.com


FAQ

What did Climb Bio (CLYM) announce about the April 28, 2026 private placement?

Climb Bio announced a private placement to raise about $110.0 million. According to the company, the offering includes 9,481,000 common shares and pre-funded warrants for 2,106,000 shares, expected to close on or about April 29, 2026.

How many shares and pre-funded warrants did Climb Bio (CLYM) sell in the offering?

The company is selling 9,481,000 common shares and pre-funded warrants for 2,106,000 shares. According to the company, combined issuance and issuable shares total 11,587,000.

What price did Climb Bio (CLYM) set for the private placement securities?

Common shares were priced at $9.50 per share; pre-funded warrants priced at $9.4999. According to the company, each pre-funded warrant has a $0.0001 exercise price and is exercisable immediately subject to ownership limits.

When will Climb Bio (CLYM) register the resale of the private placement shares?

Climb Bio agreed to file a resale registration statement within 45 days after closing. According to the company, the registration will cover resale of placed shares and shares issuable on warrant exercise.

Who acted as placement agents and which investors participated in Climb Bio's (CLYM) deal?

Leerink Partners and Piper Sandler acted as lead placement agents; others included Raymond James and BTIG. According to the company, institutional investors such as Adage, RA Capital, and Redmile participated.