Aptose Announces $4.43 Million Registered Direct Offering Priced At-the-Market Under Nasdaq Rules
Aptose Biosciences announced a registered direct offering priced at-the-market under Nasdaq rules, issuing 3,855,000 shares at $1.15 per share, raising approximately $4.43 million. In a concurrent private placement, unregistered series A and B warrants for 3,855,000 shares each were issued, exercisable at $1.15 per share. Series A warrants expire five years from shareholder approval, and series B warrants expire eighteen months from approval. The offering closes around June 3, 2024, with H.C. Wainwright & Co. acting as the exclusive placement agent. Proceeds will be used for working capital and general corporate purposes.
- Raised approximately $4.43 million in gross proceeds.
- Funds intended for working capital and general corporate purposes.
- Series A warrants offer potential long-term investment, expiring in 5 years.
- Effective utilization of 'shelf' registration statement, ensuring compliance with SEC regulations.
- Shareholder dilution due to issuance of 3,855,000 new shares.
- Unregistered series A & B warrants pose regulatory and liquidity risks.
- Shorter 18-month expiration for series B warrants may pressure prompt share price increase.
- Placement agent fees and offering expenses will reduce net proceeds.
Insights
The recent announcement of a $4.43 million registered direct offering by Aptose Biosciences is significant for investors for several reasons. Firstly, the issuance of 3,855,000 common shares at
Financial Impact: While the gross proceeds are expected to be approximately
Share Dilution: An issuance of this magnitude will lead to dilution of existing shares, which might concern current shareholders. The new shares represent a significant increase in the total share count, likely leading to a decrease in earnings per share (EPS) in the short term.
Long-term Perspective: If the funds are used effectively, this could support Aptose's operational and clinical trial activities, particularly in developing their targeted therapies for hematologic malignancies. However, investors should monitor the company's future financial statements to ensure the funds are being allocated efficiently and driving expected growth.
From a market perspective, Aptose's financing move is telling about their immediate liquidity needs and strategic pivot. Their decision to price the offering 'at-the-market' under Nasdaq rules suggests urgency, often interpreted by markets as a signal of near-term financial pressure.
Industry Context: In the biopharma sector, particularly for clinical-stage companies like Aptose, such offerings are relatively common as they burn cash rapidly due to high R&D expenses. However, it is important for investors to consider how this aligns with broader market trends and competitor activities.
Investor Sentiment: The market's reaction can be mixed. On one hand, securing funding is positive as it ensures the continuation of research and development. On the other hand, frequent equity offerings can be seen as a red flag, indicating the company might be struggling to manage its cash flows effectively.
Strategic Use of Proceeds: The announcement mentions using the proceeds for general corporate purposes. Specifics on how these funds will be deployed to achieve milestones or strategic objectives would provide better transparency and potentially reassure investors of the company's direction.
SAN DIEGO and TORONTO, May 31, 2024 (GLOBE NEWSWIRE) -- Aptose Biosciences Inc. (“Aptose” or the “Company”) (NASDAQ: APTO, TSX: APS), a clinical-stage precision oncology company developing highly differentiated oral targeted agents to treat hematologic malignancies, today announced that it has entered into a definitive agreement for the issuance and sale of 3,855,000 of its common shares (or common share equivalents in lieu thereof) at a purchase price of
H.C. Wainwright & Co. is acting as the exclusive placement agent for the offering.
The gross proceeds to the Company from the offering are expected to be approximately
The common shares (or common share equivalents in lieu thereof) offered in the registered direct offering (but excluding the unregistered warrants or the common shares underlying such unregistered warrants) described above are being offered pursuant to a “shelf” registration statement on Form S-3 (Registration No. 333-267801), including a base prospectus, initially filed with the Securities and Exchange Commission (“SEC”) on October 11, 2022, and declared effective by the SEC on October 21, 2022. The offering of the common shares (or common share equivalents in lieu thereof) are being made only by means of a prospectus, including a prospectus supplement, forming a part of the effective registration statement. A final prospectus supplement and an accompanying base prospectus relating to, and describing the terms of, the registered direct offering will be filed with the SEC and will be available on the SEC's website located at http://www.sec.gov. Electronic copies of the prospectus supplement and accompanying base prospectus relating to the registered direct offering, when available, may also be obtained from H.C. Wainwright & Co., LLC at 430 Park Ave., New York, New York 10022, by telephone at (212) 856-5711, or by email at placements@hcwco.com.
The unregistered warrants have not been registered under the Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction.
About Aptose
Aptose Biosciences is a clinical-stage biotechnology company committed to developing precision medicines addressing unmet medical needs in oncology, with an initial focus on hematology. The Company's small molecule cancer therapeutics pipeline includes products designed to provide single agent efficacy and to enhance the efficacy of other anti-cancer therapies and regimens without overlapping toxicities. The Company has two clinical-stage oral kinase inhibitors under development for hematologic malignancies: tuspetinib (TUS), an oral, kinase inhibitor that has demonstrated activity as a monotherapy and in combination therapy in patients with relapsed or refractory acute myeloid leukemia (AML) and is being developed as a frontline triplet therapy in newly diagnosed AML; and luxeptinib (CG-806), an oral, dual lymphoid and myeloid kinase inhibitor in Phase 1 a/b stage development for the treatment of patients with relapsed or refractory hematologic malignancies. For more information, please visit www.aptose.com.
Forward Looking Statements
This press release contains forward-looking statements within the meaning of Canadian and U.S. securities laws, including, but not limited to, statements regarding the completion of the offering, the satisfaction of customary closing conditions related to the offering and the intended use of proceeds therefrom and receipt of shareholder approval, as well as the Company’s clinical development plans, the clinical potential, anti-cancer activity, therapeutic potential and applications and safety profile of tuspetinib, clinical trials, the enrollment in clinical trials and the data therefrom, upcoming milestones, expectations regarding capital available to the Company to fund planned Company operations, and statements relating to the Company’s plans, objectives, expectations and intentions and other statements including words such as “continue”, “expect”, “intend”, “will”, “hope” “should”, “would”, “may”, “potential” and other similar expressions. Such statements reflect our current views with respect to future events and are subject to risks and uncertainties and are necessarily based upon a number of estimates and assumptions that, while considered reasonable by us, are inherently subject to significant market and other conditions, business, economic, competitive, political and social uncertainties and contingencies. Many factors could cause our actual results, performance or achievements to be materially different from any future results, performance or achievements described in this press release. Such factors could include, among others: our ability to obtain the capital required for research and operations; the inherent risks in early stage drug development including demonstrating efficacy; development time/cost and the regulatory approval process; the progress of our clinical trials; our ability to find and enter into agreements with potential partners; our ability to attract and retain key personnel; changing market and economic conditions; unexpected manufacturing defects and other risks detailed from time-to-time in our ongoing current reports, quarterly filings, annual information forms, annual reports and annual filings with Canadian securities regulators and the United States Securities and Exchange Commission.
Should one or more of these risks or uncertainties materialize, or should the assumptions set out in the section entitled "Risk Factors" in our filings with Canadian securities regulators and the United States Securities and Exchange Commission underlying those forward-looking statements prove incorrect, actual results may vary materially from those described herein. These forward-looking statements are made as of the date of this press release and we do not intend, and do not assume any obligation, to update these forward-looking statements, except as required by law. We cannot assure you that such statements will prove to be accurate as actual results and future events could differ materially from those anticipated in such statements. Investors are cautioned that forward-looking statements are not guarantees of future performance and accordingly investors are cautioned not to put undue reliance on forward-looking statements due to the inherent uncertainty therein.
| For further information, please contact: | |
| Aptose Biosciences Inc. | LifeSci Advisors, LLC |
| Susan Pietropaolo | Dan Ferry, Managing Director |
| Corporate Communications & Investor Relations | 617-430-7576 |
| 201-923-2049 | Daniel@LifeSciAdvisors.com |
| spietropaolo@aptose.com | |
FAQ
What is the value of Aptose's registered direct offering?
How many shares did Aptose issue in the direct offering?
At what price were Aptose shares issued in the direct offering?
What warrants were issued by Aptose in the concurrent private placement?
When do the series A and B warrants issued by Aptose expire?
What is the expected closing date for Aptose's offering?
Who acted as the placement agent for Aptose's offering?
How will Aptose use the proceeds from the offering?
