Dilution Intelligence for Nasdaq & NYSE StocksShareStructure.io ↗

ShareStructure News

The Filing Desk · Thursday, September 10, 2026
← The Filing Desk

Silexion's August Offering Created 5.9 Million Potential Shares Against 1.35 Million Outstanding

A single best-efforts deal three days ago manufactured warrants and pre-funded shares equal to 110% of the current float, earning a 9-out-of-10 dilution risk score from ShareStructure.

By ShareStructure Research Desk·

Silexion Therapeutics Corp (NASDAQ: SLXN) closed a best-efforts offering — a deal where the underwriter makes no guarantee of selling all shares — on August 13 that created 5,932,934 potential new shares from a single transaction. The company's pre-deal share count was approximately 1.35 million. That one deal alone built in a 4.4x expansion mechanism.

ShareStructure assigns SLXN a dilution risk score of 9 out of 10.

The Numbers Behind the Score

Shares outstanding stand at 5,560,256 as of the 10-Q cover dated August 13, 2026. The tradeable public float is 5.40 million shares. But total pending overhang — shares that could be issued through warrants, convertible instruments, and at-the-market draws — reaches 6.93 million, equal to 128% of that float.

The August offering is the dominant source. It produced three tranches of new warrants: 1,817,542 pre-funded warrants at a $0.0001 exercise price — meaning the holder pays essentially nothing to convert them into common stock — plus 3,846,161 Series E warrants struck at $0.65, and 269,231 placement agent warrants at $0.8125. The pre-funded warrants are immediately exercisable with no expiration. They are economically identical to already-issued stock; only a 4.99%/9.99% beneficial ownership blocker — a contractual cap that limits how many shares a holder can own at any moment — staggers their conversion. That tranche alone equals 33.6% of the current float.

The Variable-Rate Note

A related-party convertible note held by Moringa Sponsor, L.P. adds another layer. This instrument is repayable only in ordinary shares at either any equity-financing price or, at the sponsor's unilateral election since August 15, the trailing 20-day volume-weighted average price — meaning the conversion price tracks whatever the market gives it, with no floor and no share cap. Realized conversion prices have ratcheted from $40.00 in September 2025 to $0.65 in August 2026. A single $750,000 conversion on August 13 produced 1,153,848 shares — 21% of current outstanding. Approximately $200,000 of principal remains.

ATM and the Reverse-Split Cycle

The company maintains a $13.17 million at-the-market facility — a program that sells shares directly into the open market at prevailing prices — with H.C. Wainwright, of which $10.9 million remains undrawn. That residual capacity is roughly two to three times the company's entire market capitalization. Draws have occurred every month since March 2026.

Three reverse splits in 21 months — 1-for-9 (November 2024), 1-for-15 (July 2025), 1-for-10 (May 2026), a cumulative 1,350-to-1 consolidation — have each been followed by renewed dilution that returned the share count to pre-split territory. Fossil-record warrant strikes as high as $15,525 trace the path.

A Stale Float Figure Compounds the Picture

Major data services still report a float of 945,138 shares — roughly one-fifth of the actual 5.40 million. The feeds have not yet absorbed the August offering, the concurrent Moringa conversion, or July–August ATM draws. Any float-rotation or short-interest ratio calculated from the reported figure is built on a denominator that is off by a factor of five.

What Comes Next Structurally

The August offering's 30-day standstill — a contractual pause barring new financings — expires around September 12. Authorized shares were expanded to 15,900,000 in July, but fully diluted demand of approximately 12.5 million already consumes 79% of that ceiling, leaving room for roughly one more capital raise before a further authorization vote becomes necessary.

The Morning Brief · Free

The small-caps in play, before the open.

A free premarket dispatch from the ShareStructure News desk — the movers that matter, with the dilution read most traders miss.

Free · No spam · Unsubscribe anytime

ShareStructure provides algorithmic, data-driven analysis of public SEC filings and does not provide investment advice. ShareStructure receives no compensation from the companies it covers. An affiliated entity (Darrow Group) provides paid investor-relations services to some public companies; ShareStructure does not publish coverage of those companies while an engagement is active. Analysis is derived from primary-source filings and is not a recommendation to buy or sell any security.

Silexion's August Offering Created 5.9 Million Potential Shares Against 1.35 Million Outstanding — ShareStructure News