Shares of Solid Power Inc (NASDAQ:SLDP) fell 6.6% on Wednesday after the Colorado-based solid-state battery developer disclosed plans for a registered direct offering aimed at securing approximately $130 million in gross proceeds.
Under the terms of the securities purchase agreement, the company will sell 17 million shares of common stock, pre-funded warrants to acquire 5.8 million shares, and common warrants that could be exercised for up to 45.6 million shares. The counterparty to the agreement is described as a single sector-focused institutional investor.
The pricing is set at $5.70 per share of common stock when sold with accompanying warrants, and at $5.699 per pre-funded warrant when issued with accompanying warrants. The common warrants issued in the transaction will be immediately exercisable at $7.25 per share and will carry a seven-year term from the date of issuance.
Solid Power said it intends to apply the net proceeds from the registered direct offering toward working capital and general corporate purposes related to its development of next-generation batteries. The company reported about $336.5 million in total liquidity as of December 31, 2025.
J.P. Morgan Securities LLC and A.G.P./Alliance Global Partners are serving as placement agents for the offering. The company stated the transaction is expected to close around January 29, 2026, subject to customary closing conditions.
In its regulatory filings, Solid Power reported roughly 201.2 million shares of common stock outstanding as of December 31, 2025. The combination of additional shares, pre-funded warrants and exercisable common warrants will expand the pool of potential common equity should warrant holders choose to exercise.
Context and near-term considerations
The company emphasized that proceeds will support ongoing development efforts for next-generation solid-state batteries and general corporate needs. The announced size and structure of the financing, together with immediately exercisable common warrants, outline the path for potential future equity issuance and cash inflows tied to warrant exercise.
Market reaction
The stock's decline on the announcement reflects investor response to the fundraising and its dilutive components. The offering is being placed through major brokerage placement agents and is conditioned on customary closing steps before it is completed.