AIM ImmunoTech Announces Commencement of Rights Offering
OCALA, Fla., Feb. 11, 2026 (GLOBE NEWSWIRE) -- AIM ImmunoTech Inc. (NYSE:AIM) – AIM ImmunoTech Inc. ("AIM" or the "Company"), an immuno-pharma company focused on the research and development of its lead product, Ampligen® (rintatolimod), for the treatment of late-stage pancreatic cancer – a lethal and unmet global health problem – today announced that it has commenced its previously disclosed rights offering (the "Rights Offering").
Pursuant to the Rights Offering, the Company is distributing to all holders of record of the Company's common stock, par value $0.001 per share ("Common Stock"), and to holders of certain options and warrants that have the right to participate in the Rights Offering (the "Participating Securities"), as of 5:00 p.m., Eastern Time, on February 10, 2026 (the "Record Date"), at no charge, non-transferable subscription rights (the "Subscription Rights") to purchase up to an aggregate of 12,000 units ("Units") at a subscription price of $1,000 per whole Unit.
Each holder of the Company's Common Stock or Participating Securities will receive one Subscription Right for every share of Common Stock (including each share of Common Stock issuable upon conversion of Participating Securities) owned on the Record Date. Each Subscription Right will entitle its holder to purchase one Unit, each Unit consisting of one share of Series G Convertible Preferred Stock (the "Preferred Stock"), and 1,666 warrants to purchase Common Stock (the "Warrants") at a subscription price of $1,000 per Unit. Each share of Preferred Stock will be convertible, at the option of the holder at any time, into 833 shares of Common Stock, which is equal to the quotient of the stated value of the Preferred Stock ($1,000) divided by the conversion price ($1.20 per share). Each Warrant will be exercisable for one share of Common Stock at an exercise price of $1.20 per share from the date of issuance through its expiration five years from the date of issuance. No fractional Subscription Rights are being distributed and no fractional Units will be issued upon the exercise of any Subscription Rights in the Rights Offering. Stockholders must exercise Subscription Rights for at least one whole Unit to participate in the Rights Offering. The Subscription Rights will expire if they are not exercised by 5:00 p.m., Eastern Time, on February 27, 2025, the expected expiration date of the Rights Offering. The Company may extend the period for exercising the Subscription Rights. Subscription Rights which are not exercised by the expiration date of the Rights Offering will expire and will have no value.
Assuming the Rights Offering is fully subscribed, the Company expects to receive aggregate gross proceeds of $12 million. Holders who fully exercise their basic Subscription Rights will be entitled to subscribe for additional Units that remain unsubscribed as a result of any unexercised basic Subscription Rights. If over-subscription privilege requests exceed the remaining Units available, the remaining Units will be allocated pro-rata among holders who over-subscribe based on the number of Common Stock held by all holders exercising the privilege.
The subscription period for the Rights Offering commenced on February 11, 2026 and will end at 5:00 p.m., Eastern Time, on February 27, 2026, unless extended by the Company (the "Subscription Period"). The Subscription Rights are non-transferable and will only be exercisable during the Subscription Period. Once holders have exercised their Subscription Rights, such exercise may not be revoked, canceled, or changed, even if holders subsequently learn information about the Company or its business, financial position, results of operations or cash flows that is material or adverse or that the holders otherwise consider to be unfavorable. The Company may cancel, modify or amend the Rights Offering at any time and for any reason prior to the expiration of the Subscription Period.
The Company has engaged Maxim Group LLC as dealer-manager for the Rights Offering. Questions about the Rights Offering or requests for copies of the final prospectus may be directed to Maxim Group LLC at 300 Park Avenue, New York, NY 10022, Attention Syndicate Department, or via e-mail at syndicate@maximgrp.com or telephone at +1 (212) 895-3745.
The Rights Offering is being made pursuant to the Company's registration statement on Form S-1 (File No. 333-292085) (as amended, the "Registration Statement"), which was declared effective by the U.S. Securities and Exchange Commission (the "SEC") on February 10, 2026. The Rights Offering is being made only by means of a prospectus, copies of which will be delivered to holders of the Company's Common Stock as of 5:00 p.m., Eastern Time, on the Record Date and can be accessed through the SEC's website at www.sec.gov. Questions about the Rights Offering or requests for a copy of the prospectus related to the Rights Offering may be directed to the Information Agent, Broadridge Corporate Issuer Solutions, LLC, at (855) 793-5068 or via e-mail at shareholder@broadridge.com.
This press release does not constitute an offer to sell or a solicitation of an offer to buy any Subscription Rights, Common Stock, Warrants, Units or any other securities, nor will there be any offer, solicitation or sale of any Subscription Rights, Common Stock, Warrants, Units or any other securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful under the securities laws of such state or jurisdiction. This press release is not an offering and an offering can only be made by the prospectus and any prospectus supplements for the Rights Offering, which should be read carefully before making an investment decision.
The Company has not made and will not make any recommendation to stockholders regarding the exercise of Subscription Rights. The Company's stockholders as of 5:00 p.m., Eastern Time, on the Record Date should make an independent investment decision about whether to exercise their Subscription Rights based on their own assessment of the Company's business, financial condition, prospects for the future and the terms of the Rights Offering.
About AIM ImmunoTech
AIM ImmunoTech Inc. is an immuno-pharma company focused on the research and development of its lead product, Ampligen® (rintatolimod), for the treatment of late-stage pancreatic cancer, a lethal and unmet global health problem. Ampligen is a dsRNA and highly selective TLR3 agonist immuno-modulator that has shown broad-spectrum activity in clinical trials.
Forward Looking Statements
Some of the statements included in this press release may be forward-looking statements that involve a number of risks and uncertainties. Among other things, for those statements, the Company claims the protection of safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. Any forward-looking statements set forth in the press release speak only as of the date of the press release. The Company does not undertake to update any of these forward-looking statements to reflect events or circumstances that occur after the date hereof. The Company is in various stages of seeking to determine whether Ampligen® will be effective in the treatment of multiple types of viral diseases, cancers, and immune-deficiency disorders and disclosures in the Company's reports filed with the SEC on its website and in its press releases set forth its current and anticipated future activities. These activities are subject to change for a number of reasons. Significant additional testing and trials will be required to determine whether Ampligen® will be effective in the treatment of these conditions. Results obtained in animal models do not necessarily predict results in humans. Human clinical trials will be necessary to prove whether or not Ampligen® will be efficacious in humans. No assurance can be given as to whether current or planned clinical trials will be successful or yield favorable data and the trials are subject to many factors including lack of regulatory approval(s), lack of study drug, or a change in priorities at the institutions sponsoring other trials. Even if these clinical trials are initiated, the Company cannot assure that the clinical studies will be successful or yield any useful data or require additional funding. Among the studies are clinical trials that provide only preliminary data with a small number of subjects, and no assurance can be given that the findings in these studies will prove true or that the study or studies will yield favorable results. No assurance can be given that future studies will not result in findings that are different from those reported in the studies referenced in the Company's reports filed with the SEC, on the Company's website and in its press releases. Operating in foreign countries carries with it a number of risks, including potential difficulties in enforcing intellectual property rights. The Company cannot assure that its potential foreign operations will not be adversely affected by these risks.
Please review the "Risk Factors" section in the Company's latest annual report on Form 10-K and subsequent quarterly reports on Form 10-Q and the Registration Statement. Its filings are available at www.aimimmuno.com. The information found on the Company's website is not incorporated by reference herein and is included for reference purposes only.
IR Contact: JTC Team, LLC Jenene Thomas 908.824.0775 AIM@jtcir.com
