On July 1, 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 pricing of an underwritten public offering for gross proceeds of approximately $6 million prior to deducting underwriting commissions and offering expenses (Press release, Cellectar Biosciences, JUL 1, 2025, View Source [SID1234654191]).
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The offering is comprised of (i) 865,000 Class A Units 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 will have an exercise price of $5.25 per share, will be exercisable upon issuance, and have a term expiring five years from issuance.
Ladenburg Thalmann & Co. Inc. is acting as sole bookrunning manager in connection with this Offering.
The closing of the Offering is expected to take place on or about July 2, 2025, subject to the satisfaction of customary closing conditions.
In addition, the Company has granted the underwriter a 45-day option to purchase up to 180,000 additional shares of common stock and/or 180,000 Common Warrants, solely to cover over-allotments, if any, at the public offering price, less the underwriting discounts and commissions.
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 and the exercise of the underwriter’s option to purchase additional shares of common stock and/or Common Warrants, are expected to be approximately $6 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 are being offered 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 preliminary prospectus relating to the securities being offered was filed with the SEC on June 30, 2025, and is available on the SEC’s website at View Source The securities are being offered only by means of a prospectus which forms part of the effective registration statement and is available on the SEC’s website located at View Source A final prospectus relating to this Offering will be filed by the Company with the SEC. Electronic copies of the preliminary prospectus and the final prospectus, when available, 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.