Assembly Biosciences prices $175 million equity financing with Gilead

Assembly Biosciences Inc. (NASDAQ: ASMB) announced the pricing of a $175 million equity financing consisting of both a public offering and a private placement with Gilead Sciences Inc.

The biotechnology company will sell 5,591,840 shares of common stock and pre-funded warrants to purchase up to 1,040,820 shares in the public offering, along with accompanying Class A and Class B warrants to purchase up to 6,632,660 shares. The combined price per share and accompanying warrants is $19.60.

Separately, Gilead will purchase 2,295,920 shares of common stock and accompanying warrants in a private placement at the same price per share as the public offering.

The Class A warrants carry an exercise price of $21.60 per share, are immediately exercisable, and expire either five years from issuance or 30 days after Assembly Bio completes enrollment of at least 200 patients in its Phase 2 clinical study evaluating ABI-5366 versus valacyclovir.

The Class B warrants also have an exercise price of $21.60 per share but are only exercisable from November 15, 2026, through December 31, 2026. These warrants will automatically terminate if Assembly Bio announces before November 15, 2026, that it has received at least $75 million in non-dilutive capital from a collaboration agreement.

Both transactions are expected to close on August 11, 2025, with each closing contingent upon the other. Assembly Bio plans to use the net proceeds for general corporate purposes.

The offering includes participation from investors including Commodore Capital, Blackstone Multi-Asset Investing, Farallon Capital Management, Janus Henderson Investors, and RA Capital Management.

Guggenheim Securities serves as lead book-running manager for the offering, with Mizuho also acting as a book-running manager.

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