Achieve Life Sciences raises $180M in private placement (up to $354M with warrants); CEO replaced

ACHIEVE LIFE SCIENCES, INC.

Gross proceeds of $180M upfront; warrants could add $174M if FDA approves cytisinicline for smoking cessation.
CEO Richard Stewart steps down April 18; remains on board. New CEO Andrew Goldberg appointed.
Board adds directors Lucian Iancovici and Aaron Royston; Frazier Life Sciences to designate a third.
Proceeds to fund Phase 3 e-cigarette cessation trial and commercialization of cytisinicline.
Warrants exercise price $3.51, expire 20 business days after FDA approval announcement.

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Key facts

Extracted from this filing and checked against the source text.

Equity Issuances SEC 8-K Item 3.02/3.03 confidence 0.95

ACHIEVE LIFE SCIENCES, INC. issued 49,418,069 shares of common stock to institutional and accredited investors for $3.635 per combination of Shares and accompanying Common Warrants.

Security: common stock
Shares: 49,418,069 shares
Purchaser: institutional and accredited investors
Consideration: $3.635 per combination of Shares and accompanying Common Warrants

Exact text from the filing

aggregate of (i) 49,418,069 shares (the “Shares”) of the Company’s common stock, par value $0.001 per share (“Common Stock"), and, in lieu of Shares for an Investor, pre-funded warrants (the “Pre-Funded Warrants”) to purchase up to 100,500 shares of Common Stock (the “Pre-Funded Warrant Shares”), and (ii) accompanying warrants (the “Common Warrants”) to purchase up to 49,518,569 shares of Common Stock or pre-funded warrants to purchase Common Stock (the “Common Warrant Shares,” and together with the Shares, Pre-Funded Warrant Shares, Pre-Funded Warrants and the Common Warrants, the “Securities”) at a collective purchase price of (a) $3.635 per combination of Shares and accompanying Common Warrants

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.98

ACHIEVE LIFE SCIENCES, INC. entered into Securities Purchase Agreement with certain institutional and accredited investors valued at approximately $180.0 million (effective 2026-04-15).

Action: entry
Agreement: equity purchase
Counterparty: certain institutional and accredited investors
Value: approximately $180.0 million
Effective: 2026-04-15

Exact text from the filing

On April 15, 2026, Achieve Life Sciences, Inc. (the “Company”), entered into a securities purchase agreement (the “Securities Purchase Agreement”) with certain institutional and accredited investors (the “Investors”), pursuant to which the Company agreed to sell and issue to the Investors in a private placement (the “Private Placement”) an aggregate of (i) 49,418,069 shares (the “Shares”) of the Company’s common stock

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ACHIEVE LIFE SCIENCES, INC. filing history →

Source: SEC EDGAR

accession 0001193125-26-159189

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