Evogene secures $3.4M via warrant inducement, issues new warrants exercisable at $1.25

Evogene secures near-term funding via warrant inducement

Evogene Ltd. is securing immediate cash through a warrant inducement agreement with an existing institutional investor, strengthening its near-term liquidity for operations. Under the deal the investor immediately exercises two series of August 2024 ordinary warrants to buy up to 1,692,308 shares each at a reduced exercise price of $1.00 per share, generating roughly $3.4 million in gross proceeds. The company says net proceeds are intended for working capital and general corporate purposes, supporting its computational biology and life‑science programs without altering its broader strategic plans.

In return for prompt full exercise of the existing warrants, Evogene issues the investor new unregistered Series A‑1 and Series B‑1 warrants covering up to 2,538,462 shares apiece. Each new warrant is immediately exercisable at $1.25 per share; the Series A‑1 warrants expire five years after issuance, while the Series B‑1 warrants expire in 18 months. The structure is designed to deliver immediate funding while preserving upside potential tied to future share purchases, giving Evogene breathing room to advance research and commercial activities in its agricultural and microbial platforms.

The transaction is expected to close on or about Feb. 11, 2026, subject to customary closing conditions, with A.G.P./Alliance Global Partners acting as sole financial advisor. Evogene offers the new warrants in a private placement exempt from SEC registration and limits sales to accredited investors, while agreeing to file a registration statement to enable resale of shares issued upon exercise. The company frames the move as a targeted financing tool to maintain operations and progress development priorities without pursuing a broader public offering.

Warrant mechanics and economics

The exercised August 2024 Series A and Series B ordinary warrants each cover 1,692,308 shares at $1.00 per share; immediate exercise yields approximately $3.4 million gross. The replacement Series A‑1 and B‑1 warrants together cover up to 5,076,924 shares, reflecting a mix of longer‑dated (five years) and short‑dated (18 months) instruments that balance investor liquidity with Evogene’s capital planning.

Regulatory and advisor details

Evogene states the New Warrants are unregistered under the Securities Act and are offered only to accredited investors under an exemption; no sale will occur where unlawful. A.G.P./Alliance Global Partners serves as sole financial advisor and the company will file a registration statement covering resale of shares issuable upon exercise.