Cellectar Biosciences Announces Closing of $6.9 Million Underwritten Public Offering, including Full Exercise of Over-Allotment Option

On July 2, 2025 Cellectar Biosciences, Inc. (Nasdaq: CLRB) (the "Company"), a late-stage clinical biopharmaceutical company focused on the discovery and development of drugs for the treatment of cancer, reported the closing of its previously announced underwritten public offering for gross proceeds of approximately $6.9 million prior to deducting underwriting commissions and offering expenses (Press release, Cellectar Biosciences, JUL 2, 2025, View Source [SID1234654213]). The offering includes participation from healthcare dedicated funds and executive management.

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The offering is composed of (i) 1,045,000 Class A Units (which includes 180,000 Class A Units issued pursuant to the Underwriter’s exercise of the over-allotment option in full) with each Class A Unit consisting of (a) one share of common stock and (b) one common warrant to purchase one share of common stock (the "Common Warrants"), and (ii) 335,000 Class B Units with each Class B Unit consisting of (a) one pre-funded common stock purchase warrant to purchase one share of common stock ("Pre-funded Warrants") and (b) one Common Warrant. The price per Class A Unit is $5.00 and the price per Class B Unit is $4.99999 (collectively, the "Offering"). The Common Warrants have an exercise price of $5.25 per share, are exercisable upon issuance, and have a term expiring five years from issuance.

Ladenburg Thalmann & Co. Inc. acted as sole bookrunning manager in connection with this Offering.

The gross proceeds from the Offering to the Company, before deducting underwriting discounts and commissions and other Offering expenses and excluding any proceeds that may be received upon the exercise of the Common Warrants were approximately $6.9 million. The Company currently intends to use the net proceeds of the Offering for general corporate purposes, including working capital and operating expenses, and to initiate a Phase 1b clinical study of our compound CLR 121125 (CLR 125) in triple-negative breast cancer.

The securities described above were sold pursuant to a registration statement on Form S-1 (File No. 333-288333), which was declared effective by the United States Securities and Exchange Commission ("SEC") on July 1, 2025. A prospectus relating to the securities was filed with the SEC on July 1, 2025 and is available on the SEC’s website at View Source Electronic copies of the final prospectus, may also be obtained by contacting Ladenburg Thalmann & Co. Inc., Prospectus Department, 640 Fifth Avenue, 4th Floor, New York, New York 10019 or by email at [email protected].

This press release does not constitute an offer to sell or the solicitation of an offer to buy, nor will there be any sales of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.

AIM ImmunoTech Announces Recent Presentation on the Potential of Private-Public Partnerships for the Development of Oncology Therapies

On July 2, 2025 AIM ImmunoTech Inc. (NYSE American: AIM) ("AIM" or the "Company") reported a presentation and discussion on immunotherapies involving AIM’s drug Ampligen at the recent U.S.-Poland Science and Technology Symposium 2025, held June 17-20, 2025, across Silicon Valley, San Francisco and Stanford University (Press release, AIM ImmunoTech, JUL 2, 2025, View Source [SID1234654212]). Pawel Kalinski, MD, PhD, a world-renowned research oncologist, presented on the drug and participated in a discussion session titled Revolution in Healthcare.

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Dr. Kalinski has been a senior investigator for multiple oncology clinical studies involving Ampligen, which has been studied for conditions such as solid tumors, viral diseases and disorders of the immune system. In his presentation and panel discussion, Dr. Kalinski presented his work with Ampligen as evidence of the potential successes that private-public partnerships can produce if companies, institutions and governmental agencies work together via joint clinical trials in the development of new treatments and therapies. Specifically, Dr. Kalinski believes that there is great potential to expand within the United States as well as Poland and other Central and Eastern European Countries, through such initiatives as the Translational Research Cancer Centers Consortium, or Marie Sklodowska-Curie Symposia on Cancer Research and Care (5th Annual Marie Skłodowska-Curie Symposium on Cancer Research and Care).

This year’s conference theme was "Opportunities in Singularity." The conference was organized by the US-Poland Science and Technology Symposium in partnership with Taube philanthropies, the Consulate General of the Republic of Poland in Los Angeles, leading Polish universities, the Council of Polish Engineers in North America and Top 500 Innovators alumni.

AIM CEO Thomas K. Equels stated: "We can advance cancer research rapidly if we work together. This combined determination can pair innovative therapies with the critical funding needed to turn promising ideas into successful actions. In fact, putting this concept into practice will be one of my main goals at the upcoming Marie Sklodowska-Curie Symposia on Cancer Research & Care in Warsaw, Poland in September, where I will be working to establish government- and industry-funded clinical partnerships and potential licensing agreements in Europe, with an emphasis on Poland."

Lixte Biotechnology Holdings, Inc. Announces $5.0 Million Private Placement Priced at the Market

On July 1, 2025 Lixte Biotechnology Holdings, Inc. (NASDAQ: LIXT) (the "Company"), a clinical stage pharmaceutical company, reported that, on June 30, 2025 intraday, it entered into a definitive agreement with accredited investors on the purchase and sale of approximately $5.0 million of shares of Common Stock (or Pre-Funded Warrants), Series B Convertible Preferred Stock and Common Warrants (Press release, Lixte Biotechnology, JUL 1, 2025, View Source [SID1234654236]). The offering was priced at the market under Nasdaq rules.

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The offering consists of the sale of an aggregate of 2,382,084 shares of Common Stock (or Pre-funded Warrants in lieu thereof), 3,573,130 shares of Series B Convertible Preferred Stock and 6,355,214 Common Warrants. The Pre-Funded Warrants will be immediately exercisable at an exercise price of $0.00001 and may be exercised at any time until exercised in full. The initial exercise price of each Common Warrant is $1.00 per share of Common Stock. The Common Warrants are exercisable immediately and expire 60 months after the resale registration statement registering the underlying shares is declared effective.

Aggregate gross proceeds to the Company are expected to be approximately $5.0 million, $4.0 million of which will be paid at closing and $1.0 million of which will be paid when the resale registration statement registering Common Stock and the underlying shares is declared effective. The transaction is expected to close on or about July 2, 2025, subject to the satisfaction of customary closing conditions. The Company expects to use the net proceeds from the offering, together with its existing cash, for general corporate purposes and working capital.

Spartan Capital Securities, LLC is acting as exclusive placement agent for the private placement. TroyGould PC is acting as counsel to the Company. Kaufman & Canoles, P.C. is acting as counsel to Spartan Capital Securities, LLC.

The securities described above are being sold in a private placement transaction not involving a public offering and have not been registered under the Securities Act of 1933, as amended (the "Securities Act"), or applicable state securities laws. Accordingly, the securities may not be reoffered or resold 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. The securities were offered only to accredited investors. Pursuant to a registration rights agreement with the investors, the Company has agreed to file one or more registration statements with the SEC covering the resale of the Common Stock and the Shares issuable upon exercise of the pre-funded warrants and warrants.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy 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.

Genenta Announces Long-Term Follow-Up Observations in Brain Tumor (GBM) Study with Emerging Survival Signals

On July 1, 2025 Genenta Science (Nasdaq: GNTA), a pioneer in immuno-oncology, reported that a total of 38 patients were enrolled in newly diagnosed glioblastoma multiforme (TEM-GBM) study, with 25 patients receiving Temferon (Press release, Genenta Science, JUL 1, 2025, View Source [SID1234654216]). Two patients have been enrolled in the TEM-LT long-term follow-up study, surviving three years from the time of 1st surgery. One of these long-term survivors has not experienced disease progression following Temferon administration and has not required any second-line therapies. The other showed initial signs of disease progression that subsequently stabilized without additional therapeutic intervention. Both these cases suggest possible Temferon-mediated control of disease progression, which warrants further investigation in larger studies.

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As of the April data cutoff, the survival rate at two years in the GBM trial for unmethylated MGMT (uMGMT) patients remained consistent at 29% with median overall survival holding steady at 17 months. In historical cohorts, uMGMT patients receiving standard of care have shown a two-year survival rate of approximately 14% and a median overall survival of 13 to 15 months.

In parallel, the TEM-GU Phase 1 study—designed to enroll 12 patients with genitourinary tumors—has begun recruitment. In this trial, Temferon is administered at a fixed dose of 4 million genetically modified cells per kilogram of body weight—a level previously shown to be safe and well tolerated in the TEM-GBM dose-ranging study. Genenta aims to demonstrate the safety and tolerability of Temferon in patients with Metastatic Renal Cell Carcinoma by year-end. The study is designed to evaluate Temferon in combination with immune checkpoint inhibitors or tyrosine kinase inhibitors to assess the potential for immunologic synergy in this patient population. Further clinical updates will be shared once sufficient patient experience has been gained to support meaningful interpretation.

Temferon’s mechanism of action is based on the reprogramming of the tumor microenvironment, which promotes the activation and durability of adaptive immune responses. A scientific manuscript demonstrating Temferon’s potential to enhance and prolong the durability of CAR-T activity in preclinical murine models of solid tumors has been accepted for publication in Science Translational Medicine.

"For the first time, we show that hematopoietic stem cells can be engineered to durably give rise to myeloid cells that localize to the tumor and reprogram its immune environment. In glioblastoma, this strategy induced a pro-inflammatory shift in macrophages and the emergence of tumor-reactive T cells, offering a promising new avenue for immune engagement against one of the most resistant cancers," said prof. Luigi Naldini, co-founder of Genenta Science.
"We are encouraged by the consistent clinical signals emerging from our glioblastoma trial," said Pierluigi Paracchi, CEO of Genenta Science. "These findings reinforce our confidence in Temferon’s differentiated mechanism and support our commitment to advancing the platform."

Merck KGaA, Darmstadt, Germany Completes Acquisition of SpringWorks Therapeutics to Accelerate Sustainable Growth of its Healthcare Business

On July 1, 2025 Merck KGaA, Darmstadt, Germany, a leading science and technology company, reported that it has closed the acquisition of SpringWorks Therapeutics, Inc., for an enterprise value of $3.4 billion (approximately €3 billion)*, following regulatory clearances and the fulfillment of other customary closing conditions (Press release, Merck KGaA, JUL 1, 2025, View Source [SID1234654206]).

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The definitive agreement between Merck KGaA, Darmstadt, Germany and SpringWorks, based in Stamford, Connecticut, was announced on 28 April, 2025. It represents one of the biggest M&A deals in the global biopharma sector so far in 2025. The business combination will immediately contribute to Merck KGaA, Darmstadt, Germany’s revenues and is expected to be accretive to the company’s earnings per share pre (EPS pre) by 2027.

"Today, we officially welcome SpringWorks to Merck KGaA, Darmstadt, Germany. The acquisition of SpringWorks illustrates our decisive portfolio approach to further position Merck KGaA, Darmstadt, Germany as a globally diversified science and technology powerhouse," said Belén Garijo, Chair of the Executive Board and CEO of Merck KGaA, Darmstadt, Germany. "This is the largest acquisition we have made for our Healthcare business sector in nearly 20 years, marking an exciting new chapter for Healthcare. Furthermore, we remain committed to identifying M&A opportunities across our three business sectors, with a focus on Life Science, prioritizing strategic fit, financial robustness, and long-term value creation."

"This acquisition is a significant step forward in bringing innovation to patients living with rare and often debilitating tumors—many of whom are young and facing a long, uncertain journey with limited treatment options," said Danny Bar-Zohar, CEO of Healthcare and member of the Executive Board at Merck KGaA, Darmstadt, Germany. "By combining our global reach with SpringWorks’ expertise, we are expanding access to life-changing therapies for patients around the world. At the same time, this move strengthens our foundation for further expansion in rare tumors and adjacent disease areas. I’d like to warmly welcome the SpringWorks team to Merck KGaA, Darmstadt, Germany."

SpringWorks’ portfolio features two highly innovative products for the treatment of rare tumors in areas of high unmet need where limited treatment options exist. U.S. Food and Drug Administration (FDA)-approved, OGSIVEO (nirogacestat) is a first-in-class therapy for the treatment of adult patients with progressing desmoid tumors who require systemic treatment. In June 2025, the European Medicine Agency’s (EMA) Committee for Medicinal Products for Human Use (CHMP) adopted a positive opinion recommending the approval of nirogacestat.

GOMEKLI (mirdametinib) is the first and only FDA-approved therapy for the treatment of adult and pediatric patients 2 years of age and older with neurofibromatosis type 1 (NF1) who have symptomatic plexiform neurofibromas (PN) not amenable to complete resection. In May 2025, the CHMP adopted a positive opinion recommending the approval of mirdametinib.

SpringWorks’ portfolio complements Merck KGaA, Darmstadt Germany’s progress in building a rare tumor business with Merck KGaA, Darmstadt, Germany having worldwide commercialization rights for pimicotinib, an investigational therapy developed by Abbisko Therapeutics Co., Ltd. for patients with tenosynovial giant cell tumor (TGCT). Global regulatory filings for pimicotinib are underway. The joint portfolio will serve a broad range of patients with rare tumors who have high unmet medical needs.

Shares in SpringWorks will no longer be traded on the Nasdaq, with Merck KGaA, Darmstadt, Germany now being the sole owner of SpringWorks. SpringWorks shareholders are being paid US$ 47 per share in cash.

*Based on SpringWorks’ cash balance as of 31 December 2024