HOUSTON,
Feb. 25,
2025 /PRNewswire/ -- Moleculin Biotech, Inc.,
(Nasdaq: MBRX) ("Moleculin" or the "Company"), a late-stage
pharmaceutical company with a broad portfolio of drug candidates
targeting hard-to-treat tumors and viruses, today announced it has
entered into a securities purchase agreement with an institutional
investor for the purchase and sale of 3,271,029 shares of common
stock (or pre-funded warrants in lieu thereof) in a registered
direct offering and warrants to purchase up to 6,542,058 shares of
common stock in a concurrent private placement (together with the
registered direct offering, the "Offering") at a combined purchase
price of $1.07 per share and
accompanying warrants. The warrants issued pursuant to the
concurrent private placement will have an exercise price of
$1.07 per share, will be exercisable
upon the receipt of shareholder approval following the date of
issuance and will expire 5 years from the initial exercise
date.
Roth Capital Partners is acting as the exclusive
placement agent for the Offering.
The closing of the Offering is expected to occur
on or about February 26, 2025,
subject to the satisfaction of customary closing conditions. The
gross proceeds from the Offering are expected to be approximately
$3.5 million before deducting
placement agent fees and other offering expenses payable by the
Company. The Company intends to use the net proceeds from the
Offering for working capital and general corporate purposes.
The common stock (or pre-funded warrants in lieu
thereof) will be issued in a registered direct offering pursuant to
an effective shelf registration statement on Form S-3 (File No.
333-280064) previously filed with the U.S. Securities and Exchange
Commission (the "SEC"), under the Securities Act of 1933, as
amended (the "Securities Act"), and declared effective by the SEC
on July 1, 2024. The warrants will be
issued in a concurrent private placement. A prospectus supplement
describing the terms of the proposed registered direct offering
will be filed with the SEC and once filed, will be available on the
SEC's website located at http://www.sec.gov or by contacting Roth
Capital Partners, LLC at 888 San Clemente Drive, Newport Beach CA 92660, by phone at (800)
678-9147.
The private placement of the warrants and the
underlying shares will be made in reliance on an exemption from
registration under Section 4(a)(2) of the Securities Act and/or
Regulation D thereunder. Accordingly, the securities issued in the
concurrent private placement may not be offered or sold in
the United States except pursuant
to an effective registration statement or an applicable exemption
from the registration requirements of the Securities Act and such
applicable state securities laws.
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 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 pathogenic 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. Forward-looking statements
in this press release include, without limitation, closing of the
offering and the use of proceeds. 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 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 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
(908) 824-0775
MBRX@jtcir.com
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SOURCE Moleculin Biotech, Inc.
