Monopar Therapeutics Inc. Announces Pricing of $135 Million Underwritten Offering of Common Stock and Pre-Funded Warrants

Rhea-AI Summary

Monopar Therapeutics (Nasdaq: MNPR), a clinical-stage biopharmaceutical company, has announced the pricing of an underwritten registered offering totaling $135 million. The offering consists of 1,034,433 shares of common stock priced at $67.67 per share and pre-funded warrants for 960,542 shares at $67.669 per warrant.

The company expects to receive $100 million in gross proceeds after allocating $35 million for a stock repurchase from Tactic Pharma, LLC at $63.6098 per share. The funds will support general corporate purposes, including R&D, clinical trials, product manufacturing, and working capital. The offering is expected to close around September 25, 2025, led by Morgan Stanley, Leerink Partners, and Barclays as book-running managers.

Positive

• Expected gross proceeds of $100 million to strengthen company's financial position
• Funds will support crucial R&D, clinical trials, and manufacturing activities
• Strong institutional backing with Morgan Stanley, Leerink Partners, and Barclays as lead managers

Negative

• Significant dilution for existing shareholders through new share issuance
• Large portion ($35M) of proceeds allocated to stock repurchase rather than operations
• Additional expenses from underwriting discounts and offering costs will reduce net proceeds

Insights

Biotech Investment Analyst

Monopar secures substantial $135M offering to bolster research pipeline and operations; $35M going to insider stock repurchase.

Monopar Therapeutics has successfully priced a $135 million underwritten offering consisting of common stock at $67.67 per share and pre-funded warrants at $67.669 per warrant. This substantial capital raise represents a significant financial milestone for the clinical-stage biopharmaceutical company.

Looking at the allocation of proceeds, Monopar plans to use $35 million to repurchase shares from Tactic Pharma, LLC (likely a significant insider or founding entity) at $63.6098 per share - notably at a 5.99% discount to the offering price after accounting for underwriting fees. The remaining $100 million will fund core operations including R&D, clinical trials, manufacturing, and working capital.

The offering's structure is particularly noteworthy. By including pre-funded warrants alongside common stock, Monopar provides flexibility to certain investors who may face ownership limitations or prefer derivative securities for tax or strategic reasons. The nominal $0.001 exercise price effectively makes these warrants economically equivalent to common stock.

The backing by premier investment banks Morgan Stanley, Leerink Partners, and Barclays signals institutional confidence in Monopar's prospects. For a clinical-stage biotech without marketed products, securing this level of funding provides crucial runway to advance their pipeline of treatments for patients with unmet medical needs, potentially extending their operational timeline by several years depending on their burn rate.

While the stock repurchase from Tactic Pharma could raise questions about insider monetization, the transaction occurs at a discount to the offering price, suggesting fair treatment of new investors while providing liquidity to early backers without flooding the public market with shares.

WILMETTE, Ill., Sept. 23, 2025 (GLOBE NEWSWIRE) -- Monopar Therapeutics Inc. (Nasdaq: MNPR) (“Monopar Therapeutics”, “Monopar”, or the “Company”), a clinical-stage biopharmaceutical company developing innovative treatments for patients with unmet medical needs, today announced the pricing of an underwritten registered offering of 1,034,433 shares of its common stock at an offering price of $67.67 per share and, in lieu of shares of common stock to certain investors, pre-funded warrants to purchase 960,542 shares of common stock at the purchase price of $67.669 per pre-funded warrant, which represents the offering price per share for the common stock less a $0.001 per share exercise price.

The gross proceeds to Monopar from the offering net of the anticipated Stock Repurchase (as defined below), but before deducting the underwriting discounts and commissions and estimated offering expenses, are expected to be approximately $100 million. Monopar intends to use such remaining net proceeds from the offering for general corporate purposes, which may include research and development expenditures, clinical trial expenditures, manufacture and supply of product, and working capital.

Monopar Therapeutics intends to use up to $35 million of the proceeds from the offering to purchase shares of its common stock held by Tactic Pharma, LLC in a privately negotiated transaction at $63.6098 per share, which is the same price per share as the price at which the shares are being sold to investors in the offering, less underwriting discounts and commissions (the “Stock Repurchase”).

The offering is expected to close on or about September 25, 2025, subject to customary closing conditions.

Morgan Stanley, Leerink Partners and Barclays are acting as the lead book-running managers for the offering.

The securities in the registered offering are being offered and sold pursuant to a “shelf” registration statement on Form S-3 (File No. 333-289947), including a base prospectus, filed with the U.S. Securities and Exchange Commission (the “SEC”) on August 29, 2025, and declared effective on September 9, 2025. A prospectus supplement and accompanying prospectus describing the terms of the registered offering will be filed with the SEC and will be available on its website at www.sec.gov. Copies of the prospectus supplement and the accompanying prospectus relating to the registered offering, when available, may also be obtained by contacting Morgan Stanley & Co. LLC at Prospectus Department, 180 Varick Street, 2nd Floor, New York, New York 10014, or by email: prospectus@morganstanley.com; Leerink Partners LLC, Attn: Syndicate Department, 53 State Street, 40th Floor, Boston, MA 02109, by telephone at (800) 808-7525, ext. 6105, or by email at syndicate@leerink.com; or Barclays Capital Inc., Attn: Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone at (888) 603-5847, or by email at barclaysprospectus@broadridge.com.

This press release shall not constitute an offer to sell or the 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 jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Monopar Therapeutics

Monopar Therapeutics is a clinical-stage biopharmaceutical company with late-stage ALXN1840 for Wilson disease, and radiopharmaceutical programs including Phase 1-stage MNPR-101-Zr for imaging advanced cancers, and Phase 1a-stage MNPR-101-Lu and late preclinical-stage MNPR-101-Ac225 for the treatment of advanced cancers.

Forward-Looking Statements

Statements contained in this press release regarding matters that are not historical facts are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. The words “may,” “will,” “could,” “would,” “should,” “expect,” “plan,” “anticipate,” “intend,” “believe,” “estimate,” “predict,” “project,” “potential,” “continue,” “target” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Examples of these forward-looking statements include statements regarding the completion of the offering, the satisfaction of customary closing conditions related to the offering, and the anticipated use of proceeds therefrom, including the Stock Repurchase. The forward-looking statements involve risks and uncertainties including, but not limited to: uncertainties related to the regulatory process that Monopar intends to initiate related to ALXN1840 and the outcome thereof; the rate of market acceptance and competitiveness in terms of pricing, efficacy and safety, of any products for which Monopar receives marketing approval, and Monopar’s ability to competitively market any such products as compared to larger pharmaceutical firms; Monopar’s ability to raise sufficient funds in order for the Company to support continued preclinical, clinical, regulatory, precommercial and commercial development of its programs and to make contractual milestone payments, as well as its ability to further raise additional funds in the future to support any existing or future product candidate programs through completion of clinical trials, the approval processes and, if applicable, commercialization; and the significant general risks and uncertainties surrounding the research, development, regulatory approval, and commercialization of imaging agents and therapeutics. Actual results may differ materially from those expressed or implied by such forward-looking statements. Risks are described more fully in Monopar's filings with the Securities and Exchange Commission. All forward-looking statements contained in this press release speak only as of the date on which they were made. Monopar undertakes no obligation to update such statements to reflect events that occur or circumstances that exist after the date on which they were made. Any forward-looking statements contained in this press release represent Monopar’s views only as of the date hereof and should not be relied upon as representing its views as of any subsequent date.

Contact:

Monopar Therapeutics Inc.
Investor Relations
Quan Vu
Chief Financial Officer
vu@monopartx.com

FAQ

What is the size and price of Monopar Therapeutics' (MNPR) September 2025 offering?

The offering totals $135 million, with common stock priced at $67.67 per share for 1,034,433 shares and pre-funded warrants for 960,542 shares at $67.669 per warrant.

How will Monopar Therapeutics (MNPR) use the proceeds from its 2025 offering?

Monopar will use $35 million for a stock repurchase from Tactic Pharma, and the remaining proceeds (approximately $100 million) for R&D, clinical trials, product manufacturing, and working capital.

Who are the underwriters for Monopar Therapeutics' (MNPR) 2025 stock offering?

Morgan Stanley, Leerink Partners, and Barclays are acting as the lead book-running managers for the offering.

When will Monopar Therapeutics' (MNPR) 2025 stock offering close?

The offering is expected to close on or about September 25, 2025, subject to customary closing conditions.

What is the stock repurchase arrangement in MNPR's 2025 offering?

Monopar will use up to $35 million to repurchase shares from Tactic Pharma, LLC at $63.6098 per share, which is the offering price less underwriting discounts and commissions.