Immuneering Announces Proposed Underwritten Public Offering of Class A Common Stock and Pre-Funded Warrants and Proposed Concurrent Private Placement of Class A Common Stock and Class B Common Stock to Sanofi

Core Viewpoint - Immuneering Corporation has announced a proposed underwritten public offering of its Class A common stock and a concurrent private placement with Sanofi for $25 million, aimed at advancing its oncology product candidates and general corporate purposes [1][2]. Group 1: Offering Details - The public offering includes shares of Class A common stock and pre-funded warrants, with underwriters granted a 30-day option to purchase an additional 15% of the offered shares [1]. - Sanofi will purchase $25 million worth of Immuneering's Class A common stock or non-voting Class B common stock at the public offering price, in a private placement expected to close concurrently with the public offering [1][2]. - The offering is subject to market conditions and the private placement is contingent upon the closing of the public offering [1]. Group 2: Use of Proceeds - The net proceeds from both the public offering and private placement will be utilized to advance preclinical and clinical development of product candidates, as well as for working capital and other general corporate purposes [2]. Group 3: Regulatory Information - The offering is being conducted under a shelf registration statement filed with the SEC, which was declared effective on August 20, 2025 [3]. - A preliminary prospectus supplement will be filed with the SEC, and copies will be available through the underwriters [3][7]. Group 4: Securities Registration - The shares sold in the private placement will not be registered under the Securities Act of 1933 and cannot be offered or sold in the U.S. without registration or an applicable exemption [4].