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Mangoceuticals, Inc. Announces $2.5 Million Registered Direct and Private Placements Priced at the Market Under Nasdaq Rules

1. Mangoceuticals raises $2.5 million through direct stock offering. 2. Sale includes 1,930,502 Common Units with a market price of $1.295. 3. Funds will support corporate purposes and working capital. 4. Investment involves accredited investors and does not require SEC registration. 5. MangoRx focuses on men’s health through telemedicine services.

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Why Bullish?

The successful capital raise indicates strong investor interest, enhancing future growth potential, similar to past successful financing for similar biotech firms.

How important is it?

The article discusses a significant capital raise that can positively impact MGRX's liquidity and operational capability.

Why Short Term?

Immediate impact expected from cash injection; potential for stock performance to improve in response to capital raise.

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Mangoceuticals, Inc. Secures $2.5 Million in Financing Through Registered Direct and Private Placements

DALLAS, TX, Dec. 18, 2025 (GLOBE NEWSWIRE) — Mangoceuticals, Inc. (NASDAQ: MGRX), a health and wellness company specializing in telemedicine, has announced a significant financing initiative amounting to approximately $2.5 million through registered direct offerings and private placements.

Details of the Financing Transactions

Mangoceuticals, Inc. has entered into definitive agreements with institutional investors for the purchase of shares of Common Stock and pre-funded warrants in a registered direct offering. This transaction is complemented by a concurrent private placement of investor warrants.

The aggregate gross proceeds from these transactions are expected to be around $2.5 million, with all shares priced at market value under Nasdaq rules.

Structure of the Offering

The financing consists of the sale of 1,930,502 Common Units (or Pre-Funded Units). Each unit comprises:

  • One (1) share of Common Stock or one (1) Pre-Funded Warrant
  • One (1) PIPE Common Warrant to purchase one (1) share of Common Stock at an exercise price of $1.4245

The per-unit offering price is set at $1.295 for Common Units and $1.29499 for Pre-Funded Units, which considers the minimal exercise price associated with the Pre-Funded Warrants. Notably, the Pre-Funded Warrants are immediately exercisable.

Closing and Use of Proceeds

The transactions are anticipated to close on or around December 19, 2025, pending the completion of customary closing conditions. Mangoceuticals plans to utilize the net proceeds for general corporate purposes and working capital.

Aegis Capital Corp. is serving as the exclusive placement agent for the offerings, while Lucosky Brookman LLP is providing legal counsel to the Company. Kaufman & Canoles, P.C. is acting as counsel to Aegis Capital Corp.

Regulatory Compliance and Investor Information

The registered direct offering is grounded in an effective shelf registration statement filed with the U.S. Securities and Exchange Commission (SEC) under Form S-3 (No. 333-288039), which was declared effective on June 24, 2025. Interested parties can access the final prospectus supplement and accompanying prospectus through the SEC's website at www.sec.gov.

The private placement of securities is exclusive to accredited investors, and, as per the registration rights agreement, Mangoceuticals will file registration statements covering the resale of shares associated with the issued Common Stock and warrants.

About Mangoceuticals, Inc.

Mangoceuticals, Inc. operates MangoRx, a telemedicine platform focused on men’s health and wellness products and services. Key areas of development include erectile dysfunction (ED), hair growth, hormone replacement therapies, and weight management. The service facilitates prescription requests that are reviewed by qualified physicians and delivered discreetly to patients’ doorsteps.

For more information about MangoRx and its offerings, visit www.MangoRx.com.

Forward-Looking Statements

This press release contains forward-looking statements, as outlined in Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These statements reflect substantial risks and uncertainties and do not guarantee future performance. Actual outcomes may vary significantly, and Mangoceuticals does not intend to update these forward-looking statements except as required by applicable law.

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