Innventure raises $40M in registered direct offering of 11.4M shares; proceeds to repay convertible debentures

Innventure, Inc.

Raised gross proceeds of $40M through sale of 11,428,572 shares of common stock to four institutional investors.
Net proceeds to be used to repay all outstanding convertible debentures and for working capital/general corporate purposes.
Company may exercise right to receive equity in Accelsius in lieu of cash for $8M intercompany convertible debt repayment.
Accelsius recently completed $65M Series B-1 sale at ~$665M post-money valuation; similar terms if equity election exercised.
Offering closed on January 14, 2026; 30-day lock-up for company, executive officers, and directors.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

Innventure, Inc. entered into Placement Agency Agreement with Titan Partners Group LLC, a division of American Capital Partners, LLC valued at 7.0% of aggregate proceeds as cash fee; expense reimbursement up to $100,000 (effective 2026-01-12).

Action: entry
Agreement: underwriting
Counterparty: Titan Partners Group LLC, a division of American Capital Partners, LLC
Value: 7.0% of aggregate proceeds as cash fee; expense reimbursement up to $100,000
Effective: 2026-01-12

Exact text from the filing

On January 12, 2026, the Company entered into a placement agency agreement (the “Placement Agency Agreement”) with Titan Partners Group LLC, a division of American Capital Partners, LLC (the “Placement Agent”), as the sole placement agent in connection with the Offering.

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

Innventure, Inc. entered into Securities Purchase Agreement with the purchasers party thereto valued at 11,428,572 shares of common stock at $0.0001 par value (effective 2026-01-12).

Action: entry
Agreement: equity purchase
Counterparty: the purchasers party thereto
Value: 11,428,572 shares of common stock at $0.0001 par value
Effective: 2026-01-12

Exact text from the filing

on January 12, 2026, the Company entered into a Securities Purchase Agreement (the “Purchase Agreement”) with the purchasers party thereto (the “Purchasers”).

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Innventure, Inc. filing history →

Source: SEC EDGAR

accession 0001140361-26-001214

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