John Vandermosten

Andreas Argyrides

Annabel Samimy

Canaccord Genuity Analyst

Michael Okunewitch

Mitchell Kapoor

- Rani Therapeutics Holdings, Inc. entered into a private placement on **October 16, 2025**, to issue **42,633,337 shares** of Class A common stock, warrants to purchase up to **125,000,004 shares** of Class A common stock, and pre-funded warrants to purchase up to **82,366,667 shares** of Class A common stock.  **[1856725_0001193125-25-241963_d38236d8k.htm:1]** 
- The private placement is expected to generate approximately **$60.3 million** in aggregate gross proceeds for the company, before deducting placement agent fees and other expenses.  **[1856725_0001193125-25-241963_d38236d8k.htm:1]** 
- The purchase price for shares sold to institutional investors was **$0.48 per share**, while an affiliated investor paid **$0.605 per share**.  **[1856725_0001193125-25-241963_d38236d8k.htm:1]**  Pre-funded warrants were priced at **$0.4799 per warrant**.  **[1856725_0001193125-25-241963_d38236d8k.htm:1]** 
- As part of the transaction, Avenue agreed to convert **$6.0 million** of outstanding loans into **12,500,000 shares** (or pre-funded warrants) and receive warrants to purchase up to **12,500,000 shares** of Class A common stock.  **[1856725_0001193125-25-241963_d38236d8k.htm:3]** 
- The company also agreed to seek stockholder approval for the issuance of shares underlying the common warrants within **75 days** following the closing date and plans to amend its Certificate of Incorporation within **90 days** to reduce Class B common stock voting power and eliminate written consent.  **[1856725_0001193125-25-241963_d38236d8k.htm:1]** **[1856725_0001193125-25-241963_d38236dex101.htm:36]**

Rani Therapeutics Holdings (RANI)