Decoy Therapeutics closes $3.85 million warrant inducement transaction
The company induced exercise of Series B warrants at a reduced price and issued new warrants for up to 2,368,868 shares, closing September 23, 2026.
Decoy Therapeutics Inc. (NASDAQ: DCOY) entered into a warrant inducement letter agreement on September 22, 2026, with a holder of its outstanding Series A, Series B and Series C milestone-based common warrants originally issued June 29, 2026. Under the agreement, the Holder agreed to exercise for cash, in full, the Series B Milestone Warrants to purchase an aggregate of 1,184,434 shares of the Company's common stock.1
As part of the deal, the Company reduced the exercise price of the Existing Warrants from $5.91 per share to $3.25 per share, and also reduced the exercise price of its outstanding Series A and Series C Milestone Warrants to the same $3.25 level, with other warrant terms unchanged.1 The Existing Warrants were exercised in full on September 22, 2026, and the transaction closed on September 23, 2026, resulting in aggregate gross proceeds to the Company of approximately $3.85 million, before deducting placement agent fees and other expenses.1 The company said it intends to use the proceeds for working capital and general corporate purposes.
In exchange for the immediate exercise, the Company issued to the Holder in a private placement new unregistered warrants to purchase up to 2,368,868 shares of Common Stock, representing 200% of the number of shares underlying the exercised Existing Warrants.1 The New Warrants carry a $3.25 exercise price, are exercisable immediately, expire on the fifth anniversary of issuance, and include customary anti-dilution adjustments, cashless exercise provisions, and a 9.99% beneficial ownership limitation.1
Decoy agreed to file a registration statement covering resale of the shares underlying the New Warrants within 15 calendar days of the Inducement Letter.1 The company also filed a corrective release noting that, contrary to the original announcement, the New Warrants are not subject to stockholder approval and are exercisable immediately upon issuance.1 Curvature Securities LLC served as sole placement agent, according to the filing.
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