Aethlon Medical, Inc. (NASDAQ: AEMD) entered into a securities purchase agreement with a single institutional investor that will close on or about December 8 2025. The deal will sell 595,897 shares of common stock (or pre‑funded warrants) and issue warrants to purchase an additional 1,042,820 shares, all priced at $4.03 per share. The company also agreed to exercise its outstanding March 2025 and September 2025 warrants at the amended price and to issue new warrants covering 368,471 shares. The gross proceeds are estimated at $3.3 million before fees and expenses.
The capital raised will be directed toward advancing the Hemopurifier platform, a first‑in‑class device that has received FDA Breakthrough Device Designation for advanced cancer and life‑threatening viral infections. Aethlon’s cash balance stood at roughly $5.8 million as of September 30 2025, while operating expenses were trimmed to $1.5 million in Q2 2025, a 48% year‑over‑year reduction. Despite these cost controls, the company’s Altman‑Z score of –48.63 signals a high bankruptcy risk, underscoring the urgency of the funding to sustain clinical development and bridge the cash runway.
The transaction will dilute existing shareholders. The issuance of 595,897 shares and the potential exercise of warrants covering 1,042,820 shares, plus the new 368,471‑share warrants, expands the outstanding share count and increases the number of shares that could be issued upon future warrant exercise. While the exact dilution percentage depends on future exercise, the market reacted with a 7.7% decline in Aethlon’s share price on the announcement day, reflecting investor concern over the immediate dilution impact.
Aethlon remains a clinical‑stage company with zero revenue and negative earnings. The company’s Q2 2026 earnings report, released on November 12 2025, posted an EPS of –$3.74, missing analyst estimates of –$1.70 by 120%. The miss was driven by continued operating losses and the need to fund ongoing trials, despite cost‑control measures that reduced expenses by nearly half year‑over‑year. The company’s management emphasized that the capital raise is essential to maintain momentum in its oncology and infectious disease programs, particularly the Australian oncology trials and preclinical work in Long COVID.
Management highlighted the importance of disciplined spending and strategic collaborations. The CEO noted that the Hemopurifier’s breakthrough designation positions the company for regulatory approval, while the CFO stressed that the new capital will support the next phase of clinical testing and help the company navigate its high cash burn. The company’s guidance remains cautious, with analysts maintaining a “Hold” consensus and acknowledging the company’s liquidity challenges.
The market’s negative reaction was largely driven by the dilutive nature of the offering. Investors weighed the immediate dilution against the long‑term potential of the Hemopurifier platform, leading to a sharp decline in the stock price on the announcement day.
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