Entry into a Material Definitive Agreement · Other Events
Item 1.01. Entry into a Material Definitive Agreement. On June 24, 2026, Absci Corporation (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with Jefferies LLC, J.P.…
Filed Jun 24, 2026Accepted Jun 24, 2026, 4:31 PM EDTCIK 1672688Accession 0001193125-26-281143
Absci is advancing the future of drug discovery with generative design to create better biologics for patients, faster. Our Integrated Drug Creation™ platform combines cutting-edge AI models with a synthetic biology data engine, enabling the rapid design of innovative therapeutics that address challenging therapeutic targets. Absci’s approach leverages a continuous feedback loop between advanced AI algorithms and wet lab validation. Each cycle refines our data and strengthens our models, facilitating rapid innovation and enhancing the precision of our therapeutic designs. Alongside collaborations with top pharmaceutical, biotech, tech, and academic leaders, Absci is advancing its own pipeline of AI designed therapeutics including ABS-201™, a groundbreaking innovation in hair regrowth with the potential to redefine treatment possibilities for androgenetic alopecia, commonly known as male and female pattern hair-loss. ABS-201 is also being investigated as a potential “best-in-class” therapeutic for endometriosis, a condition with significant unmet medical need and market potential.
Select an item to read the extracted section. The as-filed document remains the primary evidence.
Item 1.01Item 1.01 - Entry into Material Agreement
Item 1.01. Entry into a Material Definitive Agreement.
On June 24, 2026, Absci Corporation (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with Jefferies LLC, J.P. Morgan Securities LLC, TD Securities (USA) LLC and Guggenheim Securities, LLC (the “Underwriters”), relating to the issuance and sale of an aggregate of 13,495,277 shares (the “Shares”) of the Company’s common stock, par value $0.0001 per share, to the Underwriters (the “Offering”).
The Shares will be sold to the purchasers at an offering price of $7.41 per share.
The offering was made pursuant to the shelf registration statement on Form S-3 (File No. 333-289541) that was filed by the Company with the Securities and Exchange Commission (“SEC”) on August 12, 2025, and declared effective by the SEC on August 22, 2025, and a related prospectus supplement. The Company expects the offering to close on June 25, 2026.
The Company estimates that the net proceeds from the Offering will be approximately $93.5 million, after deducting underwriting discounts and commissions and estimated offering expenses. The Company intends to use the net proceeds from this offering to fund the advancement of ABS-201, the Company’s AI-designed anti-PRLR antibody product candidate, across androgenetic alopecia (pattern hair loss) and endometriosis, and for working capital and other general corporate purposes.
The Underwriting Agreement contains customary representations and warranties, conditions to closing, market standoff provisions, termination provisions and indemnification obligations, including for liabilities under the Securities Act of 1933, as amended. The Underwriting Agreement is filed as Exhibit 1.1 to this Current Report on Form 8-K and is incorporated herein by reference, and the foregoing description of the terms of the Underwriting Agreement is qualified in its entirety by reference to such exhibit.
A copy of the opinion of Goodwin Procter LLP, relating to the validity of the Shares in connection with the offering, is filed as Exhibit 5.1 to this Current Report on Form 8-K.
Item 8.01Item 8.01 - Other Events
Item 8.01. Other Events.
On June 24, 2026, the Company issued a press release announcing the pricing of the Offering. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Filed exhibits (1)
EX-99.1 (by filename) d139233dex991.htm
EX-99.1
4
d139233dex991.htm
EX-99.1
EX-99.1
Exhibit 99.1
Absci Announces Pricing of $100 Million Underwritten Offering with Leading Strategic and Financial Investors
Eli Lilly & Company, Adage, BVF Partners, Columbia Threadneedle, Invus, Redmile, and large investment management firm invest
$100 million in Absci
Proceeds from offering to support continued advancement of ABS-201 TM across androgenetic alopecia and endometriosis
VANCOUVER, Wash. and NEW YORK, June 24, 2026 - Absci Corporation (Nasdaq: ABSI), a clinical-stage biopharmaceutical company advancing breakthrough
therapeutics designed with generative AI, today announced the pricing of an underwritten offering of 13,495,277 shares of its common stock at a price of $7.41 per share, before deducting underwriting discounts and commissions.
The gross proceeds from the offering, before deducting underwriting discounts and commissions and offering expenses, are expected to be approximately
$100 million. All of the shares in the offering are to be sold by Absci.
Absci intends to use the net proceeds from the offering to fund the
advancement of ABS-201, Absci’s AI-designed anti-PRLR antibody program across androgenetic alo…