Biomea Fusion, Inc., a company based in San Carlos, California, specializing in treatments for diabetes and obesity, announced on October 6, 2025, its plan to initiate an underwritten public offering of its common stock along with warrants. This offering will allow investors to purchase shares directly or through pre-funded warrants, which serve as an alternative to common stock for certain investors. Additionally, Biomea plans to allow underwriters a 30-day option to acquire an extra 15% of the offered shares and warrants.
All shares and warrants available in this proposed offering will be sold by Biomea. The company warns that the offering is subject to market conditions and other variables, so there’s no guarantee about the completion date or the specifics regarding the size and terms of the offering.
Jefferies LLC has been appointed as the sole book-running manager for this public offering. The securities being offered in this transaction are registered under an effective shelf registration statement on Form S-3, which was filed with the U.S. Securities and Exchange Commission (SEC) on August 5, 2025, and received effective status on August 15, 2025.
To provide additional details about this upcoming offering, Biomea will file a preliminary prospectus supplement along with the main prospectus with the SEC. Interested parties will be able to obtain this information from Jefferies LLC through various means including mail, telephone, or email. For convenience, the SEC’s website will also have the relevant documentation available.
It’s important to note that this press release does not represent an offer to sell or solicit interest in purchasing these securities in any state or jurisdiction where such actions might be prohibited until proper registration or qualification has been achieved under the specific securities laws.
### About Biomea Fusion
Biomea Fusion focuses on developing innovative treatments for diabetes and obesity. The clinical-stage company is advancing oral small molecule therapies, icovamenib and BMF-650, which target metabolic disorders. These health issues are significant, impacting nearly half of all Americans and affecting around one-fifth of the global population. Biomea’s goal is to provide transformative therapies aimed at restoring health for individuals living with diabetes, obesity, and related conditions, ultimately striving for a cure.
### Forward-Looking Statements
This announcement includes forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995. These statements encompass various aspects, including Biomea’s expectations concerning the offering, market conditions that could affect the timing and size of the offering, and the company’s research and development trajectory, as well as clinical trial schedules.
Terms such as “may,” “will,” “could,” “expect,” “intend,” “believe,” and other similar phrases indicate forward-looking statements. However, not all forward-looking statements will feature these identifiers.
The forward-looking statements contained herein are based on current assumptions and beliefs of management regarding future events. These anticipations are exposed to numerous risks and uncertainties that may lead actual outcomes to diverge from what has been suggested. Factors influencing these variations include the feasibility of the proposed public offering, market conditions, and the timing of additional shares that underwriters may opt to purchase.
These risks and uncertainties are explored in detail under the “Risk Factors” section of Biomea’s latest annual report on Form 10-K, filed on March 31, 2025, along with subsequent 10-Q reports submitted to the SEC. Shareholders and stakeholders are encouraged to review these documents to better understand potential risks and uncertainties alongside other critical factors outlined in Biomea’s filings with the SEC.
As of the release date, Biomea encourages all parties to understand that these forward-looking statements reflect the company’s perspectives only at that moment and should not be considered indicative of future viewpoints. Biomea explicitly states that it has no obligation to update these statements unless legally required to do so.
