Expect continued downward pressure as the offering closes and shares hit the market. Monitor for completion of the offering and any subsequent capital raises, as the company will likely need additional financing to fund the planned 212-patient confirmatory study for Multikine. The best-efforts structure with no minimum means the actual raise could be less than the full $2.5M, increasing near-term liquidity risk.
Price Chart
Executive Summary
CEL-SCI is offering 2,500,000 shares at $1.00 per share in a best-efforts offering with no minimum, targeting $2.5M gross ($2.2M net) to fund continued development of Multikine and for working capital. The offering represents ~16.7% dilution to existing shareholders and underscores the company's precarious cash position, with management already disclosing substantial doubt about going concern.
Key Facts
- Offering of 2,500,000 shares at $1.00 per share on a best-efforts basis with no minimum offering amount
- Gross proceeds of $2,500,000; net proceeds estimated at ~$2.2 million after placement agent fees and expenses
- Shares offered at a ~7.4% discount to the last sale price of $1.08 on June 12, 2026
- Pro forma dilution: shares outstanding increase from 14,977,144 to 17,477,144 (~16.7% increase)
- Proceeds to fund continued development of Multikine and for general corporate purposes
- Company has identified conditions raising substantial doubt about ability to continue as a going concern
- Management identified material weaknesses in internal control over financial reporting as of September 30, 2025
Financial Impact
Dilution of ~16.7% from 2.5M new shares; net proceeds of ~$2.2M provide limited cash runway for a pre-revenue clinical-stage biotech with no approved products
Risk Factors
- Best-efforts offering may not raise full amount, exacerbating cash constraints
- Further dilution likely as company will need additional capital for clinical trials and operations
- Going concern risk heightened by ongoing losses and no approved products
- Stock price may trade below offering price post-closing due to dilution and weak market sentiment
Market Snapshot
Investment Themes
Documents Analyzed
This report is based on 4 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| 424B5 Filing (Primary) | 0001654954-26-005987 |
| Document: 0001654954-26-005987-index-headers.html | 0001654954-26-005987 |
| Document: 0001654954-26-005987-index.html | 0001654954-26-005987 |
| Document: 0001654954-26-005987.txt | 0001654954-26-005987 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Jun 16, 2026 18w ago | 8-K | $1.10 $1.04 | ▲ +5.45% | ▲ +6.23% | $1.59 (−44.55%) |
Jun 15, 2026 19w ago | 424B5 | $1.01 $1.10 | ▼ −8.91% | ▼ −10.16% | $1.59 (−57.43%) |
May 14, 2026 23w ago | 8-K | $1.43 $1.72 | ▲ +20.28% | ▲ +20.34% | $1.59 (+11.19%) |
May 13, 2026 23w ago | 8-K | $1.30 $1.43 | ▼ −10.00% | ▼ −11.23% | $1.59 (−22.31%) |
May 1, 2026 25w ago | S-1/A | $1.69 $1.74 | ▲ +2.96% | ▲ +2.16% | $1.59 (−5.92%) |
Apr 17, 2026 27w ago | S-1 | $3.94 $3.81 | ▼ −3.30% | ▼ −2.65% | $1.59 (−59.64%) |
US Market Status
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