HCW Biologics Inc. (NASDAQ: HCWB) priced a follow‑on offering of 2,477,292 units at $0.6055 per unit, a price set at‑market under Nasdaq rules. Each unit contains one share of common stock (or a pre‑funded warrant) and one warrant. The gross proceeds are expected to be approximately $1.5 million.
The company will use the proceeds to fund preclinical and clinical development, including the Phase 1 HCW9302 trial for autoimmune diseases, and for general corporate purposes. HCW Biologics has reported significant net losses and has previously expressed substantial doubt about its ability to continue as a going concern, making the capital raise a critical step to sustain its pipeline.
The offering is made under an effective Form S‑1 (File No. 333‑293396) declared effective February 17 2026, with Maxim Group LLC acting as the sole placement agent. The warrants are exercisable upon shareholder approval and expire five years after approval. The company also reduced the exercise price of existing warrants from $2.41 to $0.6055, subject to shareholder approval.
The low offering price reflects the company’s current valuation and the need to raise capital quickly. The proceeds will support the HCW9302 trial and other pipeline candidates, but the issuance also increases potential dilution for existing shareholders. Shareholder approval is required for both the warrant exercise and the warrant price reduction, and the company has not yet disclosed the status of these approvals.
Investors have expressed concern about HCW Biologics’ financial position, given its history of substantial losses and the sharp decline in revenue from $426,423 in Q3 2024 to $15,606 in Q3 2025. The low price of the offering and the company’s ongoing need for funding underscore the challenges of advancing a clinical‑stage biopharmaceutical pipeline without commercial products.
The offering is expected to close on or about February 19 2026, subject to customary closing conditions.
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