On May 20, 2019 Cellectar Biosciences, Inc. (NASDAQ: CLRB), a clinical stage biopharmaceutical company focused on the discovery, development and commercialization of drugs for the treatment of cancer, reported that it closed its previously announced financing for gross proceeds of $10 million (Press release, Cellectar Biosciences, MAY 20, 2019, View Source [SID1234536494]). In a registered direct offering, Cellectar issued 1,982,000 shares of common stock at an offering price of $2.50 per share.

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In a concurrent private placement, Cellectar issued to the purchasers of our common stock in the registered direct offering, Series F warrants to purchase an aggregate of 1,982,000 shares of common stock. The Series F warrants will be exercisable immediately, expire five years after the date of issuance, and have an exercise price of $2.40.

In a separate concurrent private placement transaction, Cellectar sold 2,018,000 shares of common stock together with Series G warrants to purchase an aggregate of up to 2,018,000 shares of common stock. The shares of common stock and Series G warrants were priced at $2.50 per fixed combination. The warrants sold in the private placement will be exercisable immediately, expire five years after the date of issuance, and have an exercise price of $2.40.

Roth Capital Partners served as sole placement agent for the transaction. After placement agent fees and estimated offering expenses payable by the company, the company expects to receive net proceeds of approximately $9.0 million.

The company intends to use the net proceeds from the offering for research and development, funding clinical studies, working capital and general corporate purposes.

The registered offering described above is being made pursuant to a Registration Statement previously filed with and subsequently declared effective by the Securities and Exchange Commission ("SEC"). Copies of the prospectus supplement and accompanying base prospectus relating to the registered offering may be obtained from Roth Capital Partners, 888 San Clemente Drive, Suite 400, Newport Beach, CA 92660, (800) 678-9147 or by accessing the SEC’s website, www.sec.gov.

The unregistered common shares and warrants were offered pursuant to the exemption from registration afforded by Section 4(a)(2) under the Securities Act of 1933, as amended (the "Act"), and Regulation D promulgated thereunder. Such common shares, warrants and common shares issuable upon exercise of such warrants have not been registered under the Act, and may not be offered or sold in the United States absent registration with the SEC or an applicable exemption from such registration requirements.

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.