Femasys raises $30M in private placement with warrant upside

Femasys Inc. (NASDAQ: FEMY) has entered into a securities purchase agreement for a $30 million private placement with accredited investors, with the potential to receive up to an additional $60 million if accompanying warrants are exercised in full for cash.

The financing was led by Nantahala Capital, a new institutional investor, with participation from Rosalind Advisors, Inc. and members of Femasys' management team. The transaction is expected to close on or around August 10, 2026. Laidlaw & Company (UK) Ltd. acted as placement agent, and Lake Street Capital Markets, LLC served as financial advisor.

Under the terms of the agreement, Femasys is selling 9,374,999 shares of common stock and pre-funded warrants, along with accompanying warrants to purchase an aggregate of 18,749,998 shares. The purchase price per share and accompanying warrants is $3.20. Each investor receives two warrants with a three-year term for every share or pre-funded warrant purchased: a standard warrant and a milestone warrant, each with an exercise price of $2.95 per share.

The milestone warrants become exercisable 12 months after closing and expire 45 days after Femasys meets specified conditions, including reported U.S. quarterly revenue of at least $1.5 million, a volume weighted average stock price of at least 130% of the milestone warrant exercise price on at least 20 trading days within any 30-consecutive-trading-day period, and an effective resale registration statement.

Femasys said it plans to use the proceeds to advance its fertility product portfolio and its FemBloc permanent birth control program, including an ongoing U.S. pivotal clinical trial. Kathy Lee-Sepsick, CEO and founder of Femasys, said the financing "substantially strengthens our balance sheet and provides the runway to execute our business plan."

The securities were offered in a transaction exempt from registration under the Securities Act of 1933. Femasys has agreed to file a resale registration statement with the SEC covering the shares issued and those underlying the warrants.

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