Talphera raises ~$17M in private placement with CorMedix; second closing tied to NEPHRO CRRT

TALPHERA, INC.

Issued 25,036,360 shares at $0.55/share and pre-funded warrants for 5,845,455 shares; gross proceeds ~$17M.
Second closing of ~$12M contingent on achieving primary endpoint in NEPHRO CRRT study and VWAP >= $0.6875.
CorMedix gets board designation right if it holds >=25% of first-closing shares; 60-day exclusive negotiation right after positive NEPHRO CRRT results.
Registration rights agreement requires Talphera to file resale registration statement within 15 days after each closing.
Right of first negotiation terminates if NEPHRO CRRT study is terminated before primary endpoint or by Dec 31, 2027.

Key facts

Extracted from this filing and checked against the source text.

Equity Issuances SEC 8-K Item 3.02/3.03 confidence 0.9

TALPHERA, INC. issued 25,036,360 shares of common stock of common stock to CorMedix Inc. and several institutional investors for $0.55 per share.

Security: common stock
Shares: 25,036,360 shares of common stock
Purchaser: CorMedix Inc. and several institutional investors
Consideration: $0.55 per share

Exact text from the filing

At the first closing of the private placement on September 10, 2025, we issued and sold to the Purchasers: ● 25,036,360 shares of common stock at a purchase price of $0.55 per share;

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Equity Issuances SEC 8-K Item 3.02/3.03 confidence 0.9

TALPHERA, INC. issued 5,845,455 shares of common stock of warrant to CorMedix Inc. and several institutional investors for $0.549 per share.

Security: warrant
Shares: 5,845,455 shares of common stock
Purchaser: CorMedix Inc. and several institutional investors
Consideration: $0.549 per share

Exact text from the filing

Pre-funded warrants to purchase up to an aggregate of 5,845,455 shares of common stock at a purchase price of $0.549 per share and an exercise price of $0.001 per share.

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TALPHERA, INC. filing history →

Source: SEC EDGAR

accession 0001437749-25-028787

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