Clene Announces Registered Direct Offering Over $28M

Clene announced a registered direct offering priced above market under Nasdaq rules of over $28M by new and existing investors. On January 9, 2026, Clene entered into securities purchase agreements for the issuance and sale of: 928,333 shares of common stock and accompanying warrants at an offering price of $6.50 per unit for each investor, totaling $6.03M of gross proceeds, which is expected to fund Clene into Q3; Series A Warrants, which entitle each purchaser to purchase its pro rata share of the number of shares of common stock determined by dividing $6,684,000 by the applicable exercise price. Each Series A Warrant will have an initial exercise price of $6.00 per share. All Series A Warrants will be exercisable immediately upon issuance. The exercise price of each Series A Warrant will increase to $7.00 per share if either: the warrant is exercised prior to the Company's public announcement of the FDA's posted PDUFA action date for the CNM-Au8 NDA which is expected to occur in Q1; or the volume-weighted average price of the Company's common stock equals or exceeds $10.00 on the measurement date associated with the PDUFA Date Announcement. The measurement date is the trading day of the announcement if made before 9:00 a.m. New York City time, or the next trading day if made at or after 9:01 a.m. New York City time or on a non-trading day. The potential gross proceeds from the exercise of the Series A Warrants totals approximately $6.7M and is expected to fund the Company through the end of 2026; and Series B Warrants, which entitle each purchaser to purchase its pro rata share of the number of shares of common stock determined by dividing $15,596,000 by the applicable exercise price. Each Series B Warrant will have an initial exercise price of $6.00 per share. All Series B Warrants will be exercisable immediately upon issuance. he exercise price of each Series B Warrant is subject to increase based on the timing of exercise and the common stock's volume-weighted average price in connection with the Company's public announcement of its receipt of written FDA approval for the CNM-Au8 NDA in ALS. The exercise price will increase to $12.50 per share if the Series B Warrant is exercised before the FDA Approval Announcement. If the Series B Warrant is exercised after the FDA Approval Announcement, it will increase to: $10.00 per share, if the volume-weighted average price of Clene's common stock on Nasdaq is equal to or greater than $20.00 on the measurement date associated with the FDA Approval Announcement or $12.50 share, if the volume-weighted average price of Clene's common stock on Nasdaq is equal to or greater than $25.00 on the measurement date. The measurement date is the trading day of the announcement if made before 9:00 a.m. New York City time, or the next trading day if made at or after 9:01 a.m. New York City time or on a non-trading day. The potential gross proceeds from the exercise of the Series B Warrants totals approximately $15.6M and is expected to fund the Company's commercialization efforts. BTIG is acting as sole placement agent for the offering. The offering is expected to close on or about January 12, 2026, subject to the satisfaction of customary closing conditions.