Incannex Healthcare (IXHL) Enters Agreement to Cancel Remaining Series A Warrants

Incannex Healthcare Inc. (Nasdaq: IXHL), a clinical-stage biopharmaceutical company advancing combination drug therapies for high-impact indications, today announced that it has entered into a binding agreement to cancel the remaining 172 million Series A Warrants issued under a previous financing arrangement contingent upon Incannex paying the Series A Warrant holders a cancellation payment of up to $12.2 million. When combined with the earlier tranche canceled earlier this month, this agreement will result in the elimination of up to 347.2 million shares from potential future dilution, pending final execution.

This strategic step follows the company’s earlier warrant cancellation transaction announced on May 20, 2025, which removed the first 175.2 million dilution-linked shares. With this second agreement now in place, Incannex has taken firm action to fully eliminate the overhang posed by its Series A Warrants.

“This is a significant milestone in strengthening our capital structure,” said Joel Latham, President and CEO of Incannex. “Subject to final execution, this transaction ensures that up to 347 million shares will no longer be eligible to enter the market, providing clarity and confidence for our shareholders. It is a strong endorsement of our forward strategy and a clear demonstration that we are actively managing dilution risk with the best interests of our investors in mind.”

The agreement comes at a pivotal time for Incannex, as the company approaches the release of topline data from its Phase 2 RePOSA trial of IHL-42X for obstructive sleep apnea, expected in July 2025. IHL-42X is being developed as a potential first-in-class oral pharmaceutical treatment for a condition affecting millions globally, with no current FDA-approved drug therapy available.

“We’ve worked quickly and strategically to eliminate overhang and deliver a clean cap table, heading into one of the most important data readouts in the company’s history,” Joel Latham added. “This transaction reflects our proactive approach to value creation and governance.”

For more information, please refer to the Form 8-K filed with the SEC on May 28, 2025, including the Letter Agreements referenced therein.

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