Gossamer Bio Inc. (NASDAQ: GOSS) announced that $181.0 million in aggregate principal amount of its 5.00% Convertible Senior Notes due 2027 were tendered in its exchange offer as of June 2, 2026. The tendered notes represent 90.5% of the total outstanding convertible notes.

The company modified the minimum participation requirement from 98% to 90.5% and will proceed with early settlement on June 4, 2026. Under the exchange, holders will receive new 7.50% Convertible Senior Secured First Lien Notes due 2030, common stock shares, and warrants.

The early settlement will issue approximately $65.2 million in new convertible notes, 254.1 million shares of common stock, 33.4 million prefunded warrants, and 135.8 million purchase warrants to participating holders.

Gossamer Bio also obtained sufficient consents to amend the existing note indenture, eliminating restrictive covenants and certain default provisions. These amendments will become effective upon the early settlement date.

The exchange offer remains open until June 16, 2026, for remaining noteholders who did not participate in the early tender. The company expects any final settlement to occur on June 18, 2026.

Cantor Fitzgerald & Co. serves as the dealer manager for the transaction, while D.F. King & Co. acts as the exchange agent. The offering is limited to qualified institutional buyers under Rule 144A.

Gossamer Bio focuses on developing treatments for pulmonary arterial hypertension and pulmonary hypertension associated with interstitial lung disease.