Actuate Therapeutics has completed an equity offering that raised about $9.96 million net of underwriting discounts and estimated expenses. The sale included nearly 31 million new common shares and warrants that could add up to another 15.5 million shares if exercised.
The financing also gives the underwriter a 45-day option to buy additional shares and warrants, and includes a separate warrant award for the underwriter.
Key details
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Offering size and price: Actuate sold 30,985,900 common shares and 15,492,950 warrants. Investors paid $0.71 for each package of two shares and one warrant—equivalent to $0.355 per share—before underwriting discounts and commissions.
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Terms of investor warrants: Each warrant allows its holder to buy one additional Actuate share for $0.45. The warrants are exercisable immediately and expire five years after issuance.
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Proceeds: The company received approximately $9.96 million after underwriting discounts and commissions and estimated offering expenses. Any proceeds from future warrant exercises would be additional.
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Over-allotment option: Newbridge Securities can, for 45 days, purchase up to 4,647,885 additional shares and warrants to buy up to 2,323,942 shares at the offering price, less discounts and commissions. The announcement does not say that this option has been exercised.
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Underwriter warrants: Actuate also issued Newbridge or its designees warrants covering up to 3.5% of the shares sold in the offering, including any shares sold through the over-allotment option. These warrants have a $0.44375 exercise price, become exercisable 180 days after the underwriting agreement was signed and expire on October 26, 2031. They are subject to a 180-day lock-up.
Plain-English implications
The offering increases Actuate’s share count immediately. If investors exercise their warrants—and if the underwriter warrants become exercisable and are exercised—the company could issue additional shares. The announced $9.96 million in net proceeds reflects the offering itself, not any potential future warrant exercises.