Citius Pharmaceuticals Announces \$5 Million Registered Direct Offering to Support LYMPHIR™ Commercial Launch

Key Highlights of the Announcement

• Offering Size and Structure: Citius Pharmaceuticals, Inc. (Nasdaq: CTXR) has entered into a definitive agreement to raise approximately \$5 million through a registered direct offering, priced at-the-market under Nasdaq rules.
• Securities Offered: The Company will sell a total of 5,076,143 shares of its common stock (or pre-funded warrants in lieu of shares) at a purchase price of \$0.985 per share.
• Concurrent Private Placement: In a parallel private placement, Citius will issue unregistered warrants to purchase up to 5,076,143 shares of common stock at an exercise price of \$0.86 per share. These warrants are immediately exercisable and will expire five years after the effective date of a future registration statement covering the underlying shares.
• Use of Proceeds: The net proceeds are intended to support the commercial launch of LYMPHIR™, Citius Pharma’s flagship immunotherapy product, as well as milestone, regulatory, and other payments, development initiatives for all product candidates, and general corporate purposes.
• Placement Agent: H.C. Wainwright & Co. is acting as the exclusive placement agent for the offering.

Details Investors Need to Know

• Immediate Impact: The offering is expected to close on or about April 24, 2026, subject to customary closing conditions. The immediate infusion of capital could support near-term commercialization activities and ongoing product development, which may be price-sensitive information for shareholders.
• Regulatory Aspects: The common stock and pre-funded warrants are being offered pursuant to an effective shelf registration statement (File No. 333-277319). The unregistered warrants are offered in a private placement and have not been registered under the Securities Act, meaning they cannot be resold unless certain registration conditions are met in the future.
• Potential Dilution: The issuance of new shares and warrants will increase the total shares outstanding upon exercise, which may result in dilution for existing shareholders. The exercise price of the warrants (\$0.86) is below the offering share price, which could be relevant if the stock trades near or above this level.

Citius Pharmaceuticals Business Update

Citius Pharmaceuticals is a biopharmaceutical company focused on developing and commercializing first-in-class critical care products. Notably, the company owns approximately 71% of Citius Oncology. In December 2025, Citius Oncology launched LYMPHIR™, a targeted immunotherapy for adults with relapsed or refractory Stage I–III cutaneous T-cell lymphoma (CTCL) who have received at least one prior systemic therapy.

The late-stage pipeline includes:

• Mino-Lok®: A catheter lock solution designed to salvage catheters in patients with catheter-related bloodstream infections. The pivotal Phase 3 trial was completed in 2023, with Mino-Lok meeting both primary and secondary endpoints. The company is actively engaged with the FDA to determine next steps.
• CITI-002 (Halo-Lido): A topical formulation for the relief of hemorrhoids, with a successful Phase 2b trial completed in 2023.

Potential Shareholder Impacts and Price-Sensitive Information

• Commercial Launch of LYMPHIR™: The use of proceeds to support the launch of LYMPHIR™ represents a major commercial milestone for the company, potentially driving future revenues if the product is successfully adopted in the market.
• Milestones and Regulatory Payments: Proceeds will also be used for milestone and regulatory payments, which may include further clinical development, expanding indications, or international market access.
• Risks and Forward-Looking Statements: The company highlights several risks, including the need for additional funding, commercialization challenges, securing strategic partnerships, regulatory compliance, and other risks detailed in their SEC filings. These risks should be carefully considered by investors.
• Ongoing FDA Interactions: The company’s ongoing discussions with the FDA regarding Mino-Lok® and other pipeline assets could result in important regulatory developments.

How This News May Affect Share Value

• The successful capital raise strengthens the company’s balance sheet, enabling it to pursue commercial and development goals.
• Share price may react to the perceived dilution from new share and warrant issuance, although the capital could accelerate value-creating milestones.
• Progress in the commercial launch of LYMPHIR™ and potential regulatory advancements for Mino-Lok® could be significant price drivers in the coming quarters.

Investor and Media Contacts

Investor Contact:
Ilanit Allen
[email protected]
08-967-6677 x113

Media Contact:
STiR-communications, Greg Salsburg
[email protected]

Disclaimer: This article contains forward-looking statements based on current expectations, estimates, and projections about Citius Pharmaceuticals and its business. These statements involve risks and uncertainties that may cause actual results to differ materially. Investors should review the company’s filings with the SEC for a full list of risk factors and should not place undue reliance on forward-looking statements. This article is for informational purposes only and does not constitute an offer to buy or sell any securities.

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