IPO - Moleculin Biotech, Inc.

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Form Type: S-1/A

Filing Date: 2025-06-16

Corporate Action: Ipo

Type: Update

Accession Number: 000143774925020492

Filing Summary: Moleculin Biotech, Inc. has filed an amendment to its S-1 registration statement for an initial public offering under the Securities Act of 1933. The document outlines a proposed sale of up to 10,869,565 shares of common stock and up to 32,608,696 accompanying Series E Warrants, aimed at funding the ongoing developmental trials of its lead drug, Annamycin, a treatment for relapsed/refractory acute myeloid leukemia (AML). The filing describes the regulatory compliance process, company background, ongoing clinical trials, and relevant risk factors associated with the investment. Notably, the company is currently pursuing a pivotal Phase 3 trial, which is expected to yield interim data by the end of 2025. Previous trials have shown promising results with no observed cardiotoxicity linked to Annamycin, differentiating it from traditional anthracyclines. Additionally, the document discusses investor considerations, including the offering structure, pricing strategies, placement agent details, and potential risks in relation to market conditions and company performance. The registration seeks to raise significant funds for furthering the drug's clinical development while addressing compliance issues related to Nasdaq listing requirements.

Additional details:

Registration Number: 333-287727


Company Name: Moleculin Biotech, Inc.


State Of Incorporation: Delaware


Irs Employer Identification Number: 47-4671997


Contact Address: 5300 Memorial Drive, Suite 950 Houston, Texas 77007


Phone Number: (713) 300-5160


Chief Executive Officer: Walter V. Klemp


Offering Price Per Share: $0.69


Placement Agent: Roth Capital Partners, LLC


Expected Closing Date: June 30, 2025


Form Type: S-1/A

Filing Date: 2025-06-11

Corporate Action: Ipo

Type: Update

Accession Number: 000143774925020105

Filing Summary: Moleculin Biotech, Inc. has filed an amendment to its Form S-1 registration statement under the Securities Act of 1933, with intentions to offer up to 10,869,565 shares of common stock and accompanying Series E warrants to purchase up to 32,608,696 additional shares of common stock. The offering price is based on an assumed price of $0.69 per share and accompanying warrant, established from the last reported sale price on The Nasdaq Capital Market. The Series E warrants will have an exercise price of $0.69 and will expire five years from the approval date by shareholders. This follows the company's focus on advancing its lead candidate, Annamycin, for treating relapsed/refractory acute myeloid leukemia, with trial designs aiming for optimal dosage assessment through an adaptive Phase 3 trial structure. This filing is positioned for an immediate sale contingent upon effective registration.

Additional details:

Registration No: 333-287727


State Incorporation: Delaware


Irs Employer Id: 47-4671997


Principal Office Address: 5300 Memorial Drive, Suite 950 Houston, Texas 77007


Ceo Name: Walter V. Klemp


Agent For Service Address: 5300 Memorial Drive, Suite 950 Houston, Texas 77007


Number Of Offered Shares: 10,869,565


Total Shares Underlying Warrants: 43,478,261


Placement Agent: Roth Capital Partners, LLC


Estimated Offer End Date: 2025-06-30


Risk Factors Page: 6


Pre Funded Warrant Price: 0.001


Form Type: S-1/A

Filing Date: 2025-06-06

Corporate Action: Ipo

Type: New

Accession Number: 000143774925019622

Filing Summary: Moleculin Biotech, Inc. filed an amendment to its S-1 registration statement to offer up to 10,869,565 shares of common stock and up to 32,608,696 Series E warrants to purchase common stock, anticipated to be priced at $0.69 per share, based on the last reported sale price on June 5, 2025. The securities are being sold in a combined offering with pre-funded warrants for certain investors whose purchases would exceed specific ownership thresholds. This amendment is intended to establish compliance with securities regulations, with the effective date of the offering contingent on further SEC reviews. The company focuses on developing Annamycin for treating relapsed/refractory acute myeloid leukemia (AML) and is actively recruiting for clinical trials. The filing also addresses compliance issues concerning Nasdaq listing rules based on stockholders' equity, detailing the company's response plan and potential outcomes regarding continued compliance.

Additional details:

Issuer Name: Moleculin Biotech, Inc.


Registration Number: 333-287727


Address: 5300 Memorial Drive, Suite 950, Houston, Texas 77007


Contact Name: Walter V. Klemp


Agent Address: 5300 Memorial Drive, Suite 950, Houston, Texas 77007


Total Shares Offered: 10,869,565


Public Offering Price Per Share: $0.69


Warrant Exercise Price: $0.69


Listing Exchange: Nasdaq Capital Market


Effective Date Notification Period: 45 calendar days


Maximum Offering End Date: 2025-06-30


Form Type: S-1

Filing Date: 2025-06-02

Corporate Action: Ipo

Type: New

Accession Number: 000143774925019188

Filing Summary: Moleculin Biotech, Inc. filed Form S-1 with the SEC on June 2, 2025, to register up to 10,989,010 shares of common stock and accompanying Series E warrants to purchase an additional 21,978,020 shares. This registration is part of a public offering intending to raise capital to support ongoing clinical trials, specifically for their lead candidate, Annamycin, a potential treatment for relapsed/refractory acute myeloid leukemia (AML). The offering price is set at approximately $0.91 per share, which reflects the last reported sale price of the company's stock on Nasdaq. The company highlights its unique Phase 3 trial setup, expected interim data unblinding in late 2025, and discusses their innovative technologies derived from research at the University of Texas MD Anderson Cancer Center. The document also notes the preliminary nature of this prospectus and its compliance with SEC regulations, emphasizing the risks associated with investing in these securities and the expectation of continuous market evaluations during the offering period, which will conclude no later than June 30, 2025.

Additional details:

Shares Offered: 10989010


Series E Warrants: 21978020


Public Offering Price: 0.91


Company Headquarters: 5300 Memorial Drive, Suite 950, Houston, Texas 77007


Placement Agent: Roth Capital Partners, LLC


Form Type: CORRESP

Filing Date: 2025-04-04

Corporate Action: Ipo

Type: New

Accession Number: 000143774925011033

Filing Summary: Moleculin Biotech, Inc. has submitted a request for the acceleration of the effective date of its Registration Statement on Form S-1, Registration No. 333-286276, to April 7, 2025, at 4:00 P.M. Eastern Time. This request is made pursuant to Rule 461 of the Securities Act of 1933. The communication is directed to the U.S. Securities and Exchange Commission, specifically to Alan Campbell in the Division of Corporate Finance, emphasizing the company’s intention to expedite the registration process for its forthcoming public offering.

Additional details:

Registration Statement: 333-286276


Effective Date Requested: 2025-04-07


Form Type: S-1

Filing Date: 2025-03-31

Corporate Action: Ipo

Type: New

Accession Number: 000143774925010255

Filing Summary: Moleculin Biotech, Inc. has filed a registration statement on Form S-1 with the SEC for the purpose of issuing and reselling up to 18,199,198 shares of common stock. This total includes 6,542,058 shares which are issuable upon exercise of Series D common stock purchase warrants and 11,657,140 shares obtainable through Inducement Warrants. The Inducement Warrants allow a holder to purchase up to 200% of shares in relation to certain existing warrants they will exercise. Significant details include a reduced exercise price of $1.00 per share for these existing warrants. The Series D Warrants will be exercisable at a price of $1.07 per share pending shareholder approval, which is being sought in a special meeting scheduled for April 9, 2025. The company emphasizes that it is not selling any common stock under this prospectus and will not benefit financially from the selling stockholder’s transactions. The common stock is listed on Nasdaq under the symbol "MBRX". The registration statement includes risks associated with investing in Moleculin's securities and declares the date of registration as March 31, 2025.

Additional details:

Number Of Shares Offered: 18199198


Series D Warrants: 6542058


Inducement Warrants: 11657140


Exercise Price Inducement: 0.75


Exercise Price Series D: 1.07


Proceeds From Existing Warrants: 5800000


Shareholder Meeting Date: 2025-04-09


Form Type: 424B5

Filing Date: 2025-02-26

Corporate Action: Ipo

Type: New

Accession Number: 000143774925005173

Filing Summary: Moleculin Biotech, Inc. is offering 1,150,000 shares of its common stock at a price of $1.07 per share to institutional investors through a registration statement filed on July 1, 2024, highlighted in the prospectus supplement dated February 25, 2025. Concurrently, the company is placing warrants to purchase up to 6,542,058 shares of common stock. The offering includes 2,121,029 pre-funded warrants for certain investors, exercisable for one share at a price of $0.001 per share. The warrants exercise is contingent upon stockholder approval and will expire five years following such approval. The total gross proceeds from the offering are projected to be approximately $3.5 million, before expenses, and the proceeds will be used for corporate purposes. The final delivery of securities is expected on February 26, 2025. A notable aspect is the 7.0% fee to Roth Capital Partners LLC, the placement agent for the offering, emphasizing the company's concerted efforts to raise capital efficiently through structured offerings.

Additional details:

Shares Offered: 1150000


Pre Funded Warrants Offered: 2121029


Warrants Offered: 6542058


Public Offering Price: 1.07


Placement Agent Fee: 0.0749


Total Proceeds Before Expenses: 3253028.4


Exercise Price Pre Funded Warrant: 0.001


Exercise Price Inducement Warrant: 0.75


Form Type: S-1/A

Filing Date: 2025-02-11

Corporate Action: Ipo

Type: Update

Accession Number: 000143774925003357

Filing Summary: Moleculin Biotech, Inc. has filed an amendment to its registration statement under the Securities Act of 1933 on Form S-1/A for the proposed sale of up to 23,809,524 shares of common stock, along with accompanying Series C and Series D warrants. The offering price is set at an assumed public offering price of $0.84 per share, based on the last reported sale price on February 6, 2025. This is part of a broader strategy to raise funds for clinical trials, especially for its lead drug candidate Annamycin, intended for treatment of patients with Acute Myeloid Leukemia (AML). The company is focusing on conducting a pivotal Phase 3 trial for Annamycin in combination with Cytarabine as a treatment for patients who are refractory to or have relapsed after prior therapy. The document outlines the solicitation for market offerings, risk factors associated with the investment, and management’s plans for future clinical development. A waiver and consent agreement was entered into on February 9, 2025, with an investor, allowing for adjustments related to warrant exercise prices and payment structures. The anticipated commencement of the offering is immediate upon effectiveness of the registration. The document emphasizes the non-standard issuance of pre-funded warrants for certain purchasers to avoid exceeding beneficial ownership limitations.

Additional details:

Registration Number: 333-283820


State Of Incorporation: Delaware


Employer Identification Number: 47-4671997


Number Of Common Shares Offered: up to 23,809,524


Number Of Series C Warrants: up to 11,904,762


Number Of Series D Warrants: up to 5,952,381


Warrants Expiration: 5 years from Warrant Stockholder Approval


Placement Agent: Roth Capital Partners, LLC


Placement Agent Fee: up to 7.0% of gross proceeds


Offering Termination Date: 2025-02-18


Common Stock Symbol: MBRX


Form Type: S-1/A

Filing Date: 2025-02-10

Corporate Action: Ipo

Type: Update

Accession Number: 000143774925003210

Filing Summary: Moleculin Biotech, Inc. is filing Amendment No. 2 to their Form S-1 registration statement to register the offering of up to 23,809,524 shares of common stock and accompanying Series C and D warrants for purchase of additional shares. The offering price is assumed to be $0.84 per share, based on the last reported sale price on the Nasdaq. The company is focused on advancing its lead drug Annamycin through its Phase 3 clinical trials for treating acute myeloid leukemia (AML) and has engaged Roth Capital Partners as its placement agent. They are also offering pre-funded warrants to control ownership levels at 4.99% or 9.99%. This update highlights specific details regarding the structure and offering of its common stock and warrants, as well as the ongoing phase trials for Annamycin, including the planned Phase 3 “MIRACLE” trial. The document includes detailed information on the company's clinical development strategy, potential selling price adjustments, regulatory considerations, and outlines the risks associated with the investment.

Additional details:

Registration Number: 333-283820


Principal Executive Offices Address: 5300 Memorial Drive, Suite 950 Houston, Texas 77007


Placement Agent: Roth Capital Partners, LLC


Public Offering Price Per Share: $0.84


Public Offering Price Per Pre Funded Warrant: $0.839


Offering Termination Date: 2025-02-18


Series C Warrants Offered: up to 23,809,524


Series D Warrants Offered: up to 23,809,524


Common Stock Offered: up to 23,809,524 shares


Form Type: S-1/A

Filing Date: 2025-01-29

Corporate Action: Ipo

Type: New

Accession Number: 000143774925002083

Filing Summary: Moleculin Biotech, Inc. is filing an amendment to its registration statement on Form S-1 for a public offering of shares of common stock and warrants. The company is seeking to sell up to 4,761,905 shares of common stock accompanied by Series C and Series D warrants to purchase additional shares at a combined public offering price of $1.68 per share. The offering aims to raise capital for ongoing clinical trials, specifically for their lead drug candidate, Annamycin, which is in advanced stages of clinical development for treating Acute Myeloid Leukemia (AML). The document outlines the potential offerings, pricing conditions, details about the underlying securities, and expected termination of the offering on February 14, 2025. Additionally, it discusses the rigorous design of the ongoing Phase 3 MIRACLE trial for AML and the company's overall strategic focus on the development of Annamycin and its related technologies. The offering is characterized as a best-efforts method where no minimum proceeds are guaranteed, highlighting potential risks for investors based on the company's ability to sell all offered securities.

Additional details:

Underwriter: Roth Capital Partners, LLC


Offering Price Per Share: $1.68


Number Of Shares Offered: up to 4,761,905


Warrant Type: Series C Warrants


Warrant Type: Series D Warrants


Exercise Price Series C: $1.68


Exercise Price Series D: $1.68


Number Of Warrants Offered: up to 4,761,905


Termination Date: 2025-02-14


State Of Incorporation: Delaware


Irs Employer Id Number: 47-4671997


Business Description: Phase 3 clinical stage pharmaceutical company focusing on treatments for hard-to-treat cancers and viruses.


Lead Molecule: Annamycin


Market Symbol: MBRX


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