Cellectar Biosciences (CLRB) Prices Offering at $1.50/Share

November 23, 2016 8:31 AM EST
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Cellectar Biosciences, Inc. (Nasdaq: CLRB) announces the pricing of an underwritten public offering of shares of its common stock, or in lieu thereof, shares of its preferred stock convertible into 66,667 shares of common stock per share of preferred stock, at an effective price of $1.50 per share of common stock, and in both cases, associated warrants, for gross proceeds of approximately $8.0 million, prior to deducting underwriting discounts, commissions and offering expenses payable by the company.

The conversion price of the preferred stock and the exercise price of the warrants are fixed, and do not contain any variable pricing features or any price-based anti-dilutive features. The preferred stock is non-voting, and has no dividend rights (except to the extent dividends are also paid on common stock), liquidation preference or other preferences over common stock. The preferred stock and warrants include a beneficial ownership blocker.

For each share of common stock purchased directly or issuable upon conversion of shares of preferred stock, an investor will receive a five-year warrant exercisable for one share of the company’s common stock, at an exercise price of $1.50 per share. The shares of common stock and shares of preferred stock will be immediately separable from the warrants. The offering is expected to close on or about November 29, 2016, subject to the satisfaction or waiver of customary closing conditions.

Ladenburg Thalmann & Co. Inc., a subsidiary of Ladenburg Thalmann Financial Services Inc. (NYSE MKT: LTS), is acting as sole bookrunner for the offering, and Aegis Capital Corp. is acting as co-manager.

The net proceeds of the offering are estimated to be approximately $7.2 million after deducting underwriting discounts, commissions and estimated offering expenses, prior to any exercise of the underwriter's overallotment option.

The company intends to use the net proceeds from the offering for general corporate and working capital purposes, including continued development of CLR 131 for the potential treatment and management of multiple myeloma and other hematologic malignancies, as well as the continued development of targeted therapeutic cancer agents using the company's proprietary phospholipid drug conjugate (PDC) delivery platform.

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