Fractyl Health Announces Proposed Public Offering

BURLINGTON, Mass., Aug. 05, 2025 (GLOBE NEWSWIRE) -- Fractyl Health, Inc. (NASDAQ:GUTS) (the "Company" or "Fractyl"), a metabolic therapeutics company pioneering pattern-breaking approaches that treat root causes of obesity and type 2 diabetes ("T2D"), today announced that it intends to offer and sell, subject to market and other conditions, shares of its common stock and, in lieu of common stock to certain investors that so choose, pre-funded warrants to purchase shares of its common stock, in an underwritten public offering. Each share of common stock or pre-funded warrant will be sold with accompanying common warrants to purchase shares of common stock (or a pre-funded warrant in lieu thereof). The purchase price of each pre-funded warrant will equal the price per share at which shares of common stock are being sold to the public in the offering, minus $0.00001, the per share exercise price of each pre-funded warrant. In addition, Fractyl expects to grant the underwriters a 30-day option to purchase up to an additional 15% of the number of shares of common stock and/or pre-funded warrants to purchase shares of its common stock offered in the public offering at the public offering price, less the underwriting discounts and commissions. All of the shares of common stock, pre-funded warrants and common warrants are being offered by Fractyl. The proposed offering is subject to market and other conditions, and there can be no assurance as to whether or when the offering may be completed, or as to the actual size or terms of the offering.

Fractyl intends to use the net proceeds from the proposed offering, together with its existing cash and cash equivalents, to support its Revita and Rejuva pipeline programs and for working capital and other general corporate purposes.

Ladenburg Thalmann & Co. Inc. is acting as sole book-running manager for the proposed offering.

A shelf registration statement on Form S-3 relating to the securities being sold in this offering was filed with the Securities and Exchange Commission (the "SEC") on March 3, 2025 and declared effective on March 18, 2025. A preliminary prospectus supplement and accompanying base prospectus relating to and describing the terms of the offering will be filed with the SEC and will be available on the SEC's website located at http://www.sec.gov, copies of which may be obtained, when available, ...