$5.5 million
financing upfront with up to an additional $11.0 million of potential aggregate gross
proceeds upon the exercise in full of milestone-linked
warrants
HOUSTON, Aug. 19,
2024 /PRNewswire/ -- Moleculin Biotech, Inc.,
(Nasdaq: MBRX) ("Moleculin" or the "Company"), a Phase 3 clinical
stage pharmaceutical company with a broad portfolio of drug
candidates targeting hard-to-treat tumors and viruses, today
announced the closing of its previously announced public offering
of an aggregate of 2,466,368 shares of its common stock (or common
stock equivalents in lieu thereof), Series A warrants to purchase
up to 2,466,368 shares of common stock and Series B warrants to
purchase up to 2,466,368 shares of common stock, at a combined
public offering price of $2.23 per
share (or per common stock equivalent in lieu thereof) and
accompanying warrants.
The Series A warrants have an exercise price of $2.23, are exercisable immediately upon
Shareholder Approval (as defined below) and will expire upon the
earlier of (i) the 2 year anniversary of the date of Stockholder
Approval (as defined below) and (ii) the 60th day
following the date the Company releases interim data for the first
subject group from the MIRACLE trial whereby the complete remission
rate for either doses of the Company's study drug is greater than
placebo. The Series B warrants have an exercise price of
$2.23, are exercisable immediately
upon Shareholder Approval (as defined below) and will expire upon
the earlier of (i) the 5 year anniversary of the date of
Stockholder Approval (as defined below) and (ii) the 6 month
anniversary following the date the Company releases final topline
data from the MIRACLE trial and documented a statistically
significant improvement in the primary efficacy endpoint. Pursuant
to Nasdaq Listing Rule 5635(d), the exercise of the Series A
warrants and Series B warrants is subject to shareholder approval
(the "Shareholder Approval").
H.C. Wainwright & Co. is acting as the exclusive placement
agent for the offering. Roth Capital Partners LLC and Maxim Group
LLC acted as financial advisors.
The gross proceeds from the offering, before deducting the
placement agent's fees and other offering expenses payable by the
Company, were approximately $5.5
million and up to an additional approximately $11.0 million in gross proceeds if the warrants
are fully exercised for cash. The Company intends to use the net
proceeds from this offering to advance Annamycin and its other
two drug portfolios through clinical development, advance the
remainder of the Company's existing portfolio through preclinical
studies and into INDs or their equivalent, sponsor research at MD
Anderson and HPI, and for working capital.
The securities described above were offered pursuant to a
registration statement on Form S-1 (File No. 333-280951), which was
declared effective by the Securities and Exchange Commission (the
"SEC") on August 15, 2024. The
offering was made only by means of a prospectus forming part of the
effective registration statement relating to the offering. A final
prospectus relating to the offering has been filed with the SEC.
Electronic copies of the final prospectus may be obtained on the
SEC's website at http://www.sec.gov and may also be obtained by
contacting H.C. Wainwright & Co., LLC at 430 Park Avenue, 3rd
Floor, New York, NY 10022, by
phone at (212) 856-5711 or e-mail at placements@hcwco.com.
The Company also has amended certain existing warrants to
purchase up to an aggregate of 895,834 shares of common stock that
were previously issued in December
2023 and have an exercise price of $9.60 per share such that the amended warrants
have a reduced exercise price of $2.23 per share effective upon the closing of the
offering, will be exercisable beginning on the effective date of
Stockholder Approval of the issuance of the shares upon exercise of
the warrants and will expire five years from the date of
Stockholder Approval.
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy any of the securities described
herein, nor shall there be any sale of these securities in any
state or other jurisdiction in which such offer, solicitation or
sale would be unlawful prior to the registration or qualification
under the securities laws of any such state or other
jurisdiction.
About Moleculin Biotech, Inc.
Moleculin Biotech, Inc. is a Phase 3 clinical stage
pharmaceutical company advancing a pipeline of therapeutic
candidates addressing hard-to-treat tumors and viruses. The
Company's lead program, Annamycin, is a next-generation
anthracycline designed to avoid multidrug resistance mechanisms and
to eliminate the cardiotoxicity common with currently prescribed
anthracyclines. Annamycin is currently in development for the
treatment of relapsed or refractory acute myeloid leukemia (AML)
and soft tissue sarcoma (STS) lung metastases.
The Company is initiating the MIRACLE (Moleculin
R/R AML AnnAraC Clinical Evaluation)
Trial (MB-108), a pivotal, adaptive design Phase 3 trial evaluating
Annamycin in combination with cytarabine, together referred to as
AnnAraC, for the treatment of relapsed or refractory acute myeloid
leukemia. Following a successful Phase 1B/2 study (MB-106), with input from the FDA, the
Company believes it has substantially de-risked the development
pathway towards a potential approval for Annamycin for the
treatment of AML. This study is subject to appropriate future
filings with potential additional feedback from the FDA and their
foreign equivalents.
Additionally, the Company is developing WP1066, an
Immune/Transcription Modulator capable of inhibiting p-STAT3 and
other oncogenic transcription factors while also stimulating a
natural immune response, targeting brain tumors, pancreatic and
other cancers. Moleculin is also engaged in the development of a
portfolio of antimetabolites, including WP1122 for the potential
treatment of viruses, as well as certain cancer
indications.
For more information about the Company, please visit
www.moleculin.com and connect on X, LinkedIn and Facebook.
Forward-Looking Statements
Some of the statements in this release are forward-looking
statements within the meaning of Section 27A of the Securities Act
of 1933, Section 21E of the Securities Exchange Act of 1934 and the
Private Securities Litigation Reform Act of 1995, which involve
risks and uncertainties. Although Moleculin believes that the
expectations reflected in such forward-looking statements are
reasonable as of the date made, expectations may prove to have been
materially different from the results expressed or implied by such
forward-looking statements. Moleculin has attempted to identify
forward-looking statements by terminology including 'believes,'
'estimates,' 'anticipates,' 'expects,' 'plans,' 'projects,'
'intends,' 'potential,' 'may,' 'could,' 'might,' 'will,' 'should,'
'approximately' or other words that convey uncertainty of future
events or outcomes to identify these forward-looking statements.
These forward-looking statements, include, but are not limited to,
the anticipated use of proceeds therefrom and the receipt of
Stockholder Approval. These statements are only predictions and
involve known and unknown risks, uncertainties, and other factors,
including those discussed under Item 1A. "Risk Factors" in our most
recently filed Form 10-K filed with the Securities and Exchange
Commission (SEC) and updated from time to time in our Form 10-Q
filings and in our other public filings with the SEC. Any
forward-looking statements contained in this release speak only as
of its date. We undertake no obligation to update any
forward-looking statements contained in this release to reflect
events or circumstances occurring after its date or to reflect the
occurrence of unanticipated events.
Investor Contact:
JTC Team, LLC
Jenene Thomas
(833) 475-8247
MBRX@jtcir.com
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SOURCE Moleculin Biotech, Inc.