Assembly Biosciences Raises $175M in Equity Financing, Gilead Sciences Invests $97M in Private Placement.

Assembly Biosciences announced the pricing of $175 million in equity financings, including an underwritten registered offering of 5.59 million shares of common stock and pre-funded warrants, and a private placement with Gilead Sciences. The offering includes participation from new and existing investors, and the private placement will not be registered under the Securities Act. The closing of both transactions is contingent upon customary closing conditions.

Assembly Biosciences (Nasdaq: ASMB) has successfully priced $175 million in equity financings, consisting of an underwritten registered offering and a private placement with Gilead Sciences. The company is conducting an underwritten public offering of 5,591,840 shares of common stock and 1,040,820 pre-funded warrants, along with accompanying Class A and Class B warrants, at $19.60 per share. Additionally, Gilead Sciences will participate through a private placement, purchasing 2,295,920 shares with accompanying warrants. Notable investors include Commodore Capital, Blackstone Multi-Asset Investing, Farallon Capital Management, Janus Henderson Investors, and RA Capital Management. The transactions are expected to close on August 11, 2025 [1].

The offering includes participation from new and existing investors, with Guggenheim Securities and Mizuho acting as lead book-running managers. The private placement, which will not be registered under the Securities Act, involves Gilead Sciences purchasing 2,295,920 shares with accompanying warrants at the same price as the public offering. The closing of both transactions is contingent upon customary closing conditions [1].

Assembly Biosciences plans to use the net proceeds from the offering and the private placement for general corporate purposes, including furthering its clinical programs, particularly the ABI-5366 program which targets viral infections. The complex warrant structure includes Class A warrants expiring upon enrollment completion in the Phase 2 trial for ABI-5366 versus valacyclovir, and Class B warrants that terminate if Assembly Bio secures $75 million in non-dilutive funding through a collaboration agreement [1].

The strong investor lineup participating in this raise, including sophisticated healthcare-focused funds, signals confidence in Assembly's pipeline. Gilead Sciences' participation suggests potential strategic interest beyond just financial investment, aligning with Assembly's focus on serious viral diseases. The deal structure is sophisticated and strategic, extending Assembly's operational runway and providing capital for its clinical programs [1].

References:
[1] https://www.stocktitan.net/news/ASMB/assembly-biosciences-announces-pricing-of-175-million-in-equity-lawa7d8ykro6.html