AEON Biopharma announced two complementary financial transactions totaling up to approximately $22 million in potential proceeds that will transform the company's balance sheet and accelerate development of its BOTOX biosimilar candidate ABP-450. The funding comes as the company has submitted positive analytical data to the FDA and prepares for an upcoming Type 2a meeting with regulators.
The transactions will eliminate more than 90% of AEON's outstanding debt while providing capital to support uninterrupted program execution. "Together, these two transactions mark a turning point for AEON, enabling the elimination of nearly all outstanding debt, strengthening our balance sheet, and accelerating our ABP-450 biosimilar program," said Rob Bancroft, President & Chief Executive Officer of AEON.
Private Placement Financing Structure
The first component involves a $6 million private placement (PIPE) with two existing investors. Under the agreement, AEON will sell 6,581,829 shares of Class A common stock at $0.9116 per share, generating $6 million in gross proceeds. The transaction also includes five-year warrants to purchase up to 6,581,829 additional shares at an exercise price of $1.094 per share, potentially raising over $7 million in additional capital.
The PIPE financing is structured in two closings. The first closing, expected in November 2025, will result in $1.79 million in gross proceeds to AEON. The second closing requires stockholder approval and the completion of the Daewoong note exchange, with warrants issued only at the second closing.
Strategic Partnership with Daewoong
The second transaction involves an exchange agreement with strategic partner Daewoong Pharmaceutical. Under the binding term sheet, Daewoong will exchange $15 million of existing convertible note principal plus accrued interest for an estimated 23,103,694 shares of AEON common stock, a new $1.5 million convertible note due 2030, and 8 million cash-exercise warrants. This structure represents over $8 million in potential additional cash proceeds to AEON.
The exchange will strengthen Daewoong's long-term strategic alignment with the company while transforming AEON's capital structure. Daewoong currently manufactures ABP-450 in compliance with current Good Manufacturing Practice (cGMP) in a facility approved by the U.S. Food and Drug Administration, Health Canada, and European Medicines Agency.
ABP-450 Development Program
ABP-450 (prabotulinumtoxinA) is being developed as a biosimilar to BOTOX (onabotulinumtoxinA) for therapeutic indications. The compound is the same botulinum toxin complex currently approved and marketed for cosmetic indications by Evolus, Inc. under the name Jeuveau. The product is already approved as a biosimilar in India, Mexico, and the Philippines.
AEON holds exclusive development and distribution rights for therapeutic indications of ABP-450 in the United States, Canada, the European Union, the United Kingdom, and certain other international territories. The U.S. therapeutic neurotoxin market exceeds $3.0 billion annually, representing a significant opportunity for biosimilar entry.
Regulatory Pathway and Timeline
The funding is expected to accelerate biosimilar development by up to six months and extend AEON's cash runway into the second quarter of 2026. The proceeds will enable uninterrupted execution of AEON's analytical program through receipt of the FDA Type 2a meeting minutes.
Under the FDA's 351(k) biosimilar pathway, developers must demonstrate that a proposed product is highly similar to an approved reference biologic with no clinically meaningful differences in safety, purity, or potency. Analytical similarity represents the most critical and data-intensive phase of development, with subsequent FDA interactions focusing on whether any residual uncertainty requires limited clinical evaluation.
Bancroft noted that with positive analytical data now submitted to the FDA and in anticipation of alignment from the scheduled Type 2a meeting, "AEON enters the next phase of its biosimilar development with strong alignment and a clear path toward value creation."
Both transactions are subject to stockholder approval and other customary closing conditions. The parties expect to enter into definitive documentation for the Daewoong exchange in the coming weeks.
