--- title: "Allarity Therapeutics agrees to $2.5 million private placement" url: "https://aibio.space/news/allarity-therapeutics-agrees-2-5-million-private-placement-7-5-million/" publisher: "aibio.space (Biotech Investor Relations News)" date: "2025-09-22" section: "Financings" tickers: "NASDAQ:ALLR" source: "https://www.sec.gov/Archives/edgar/data/1860657/000121390025090197/ea0258310-8k_allarity.htm" summary: "The buyer gets 1,562,500 shares or pre-funded warrants at $1.60 and can add $7.5 million more within 90 days, at a price set by Nasdaq's minimum-price rule" --- By the aibio.space news desk. Sources - [Allarity Therapeutics, Inc. 8-K (2025-09-22)](https://www.sec.gov/Archives/edgar/data/1860657/000121390025090197/ea0258310-8k_allarity.htm) - [Allarity Therapeutics, Inc. S-3 (2025-09-25)](https://www.sec.gov/Archives/edgar/data/1860657/000121390025091740/ea0258110-s3_allarity.htm) - [Allarity Therapeutics, Inc. 10-K (2025-03-31): business](https://www.sec.gov/Archives/edgar/data/1860657/000143774925010198/allr20241231_10k.htm) [ALLR](https://aibio.space/companies/allarity-therapeutics/) 2025-09-22 # Allarity Therapeutics agrees to $2.5 million private placement, with $7.5 million option Tickers [ALLR](https://aibio.space/companies/allarity-therapeutics/) The buyer gets 1,562,500 shares or pre-funded warrants at $1.60 and can add $7.5 million more within 90 days, at a price set by Nasdaq's minimum-price rule. ## Key facts - **Company**: Allarity Therapeutics, Inc. (NASDAQ: ALLR) - **News type**: Financings - **Primary source**: [Allarity Therapeutics, Inc. 8-K (2025-09-22)](https://www.sec.gov/Archives/edgar/data/1860657/000121390025090197/ea0258310-8k_allarity.htm) *Two people shaking hands across a table. Photo: Kristin Hardwick, CC0, via StockSnap. The picture shows the field, not the companies named.* Allarity Therapeutics, Inc. (Nasdaq: [ALLR](https://aibio.space/companies/allarity-therapeutics/)) agreed on September 22, 2025 to sell stock to one accredited investor in a private placement for gross proceeds of approximately $2.5 million, before fees and expenses. The Tarpon Springs, Florida company is a clinical-stage drug developer. Its 2024 annual report says it dropped most of its drug programs and changed chief executives in 2023 and 2024. ## The terms of the sale According to the 8-K filed the same day under Items 1.01 and 3.02, Allarity agreed to sell 1,562,500 shares of common stock at $1.60 per share, or pre-funded warrants at $1.5999 each. Each pre-funded warrant can be exercised for one share at $0.0001. The initial closing was scheduled for September 23, 2025. The 8-K does not name the investor in its text. The 8-K does not say how the company plans to use the money or describe its cash position. The S-3 says the funds are for working capital and other general corporate purposes. The investor also holds an option. For 90 calendar days after the initial closing, it may buy more shares or pre-funded warrants for aggregate gross proceeds of $7.5 million. The 8-K says the investor decides in its sole discretion whether to buy. The price at that closing equals the then-current "Minimum Price" under Nasdaq Rule 5635(d), so the share count depends on the stock price on that day. The filings do not give that count. Neither the 8-K nor the S-3 names an underwriter or placement agent. The S-3 names Venable LLP, through William N. Haddad and Arif Soto, as counsel under its "Copies to" heading. ## Resale registration and penalties The shares were sold without registration, under the private-placement exemption in Section 4(a)(2) of the Securities Act. Under a registration rights agreement, Allarity agreed to file a registration statement within 10 days of the initial closing so the investor can resell the shares. The 8-K says cash penalties apply if registration fails. The company filed a Form S-3 on September 25, 2025 to register the resale. It covers 1,562,500 shares: 760,916 common shares and 801,584 shares issuable on exercise of pre-funded warrants. The prospectus says the placement was completed on September 23, 2025. The company gets no proceeds from the resale. The S-3 gives a last reported sale price of $1.63 on Nasdaq on September 24, 2025. ## The company and its drug The 2024 annual report describes Allarity as a clinical-stage precision medicine company focused on anti-cancer drugs. Its DRP platform is meant to find gene-expression patterns that predict whether a tumor will respond to a given drug. The only remaining program is stenoparib, a dual inhibitor of PARP1/2 and tankyrases, licensed with worldwide rights from Eisai Pharmaceuticals. The company terminated its other assets, dovitinib, Irofulven and LiPlaCis. Stenoparib is in a phase 2 trial in advanced, recurrent ovarian cancer, with patients selected using the stenoparib DRP. The efficacy case in the annual report rests on individual patients, not on a trial-wide result. It cites one patient with a complete, confirmed response, one patient with platinum-refractory disease who stayed on therapy more than 10 months, and two patients with ongoing stable disease who had been on therapy more than 17 months. The report calls these "emerging" data from an ongoing trial. It also says the company must still validate the DRP's predictive power retrospectively before it can confidently use the test as a companion diagnostic. Thomas H. Jensen, a co-founder, became interim chief executive in the second half of 2023 and was permanently installed in June 2024. The company added Alexander Epshinsky as chief financial officer in the second half of 2024. ## What comes next The annual report says the company has designed a new clinical protocol, guided by gynecologic oncology experts, to deepen the understanding of the benefit from stenoparib and to advance the DRP as a companion diagnostic. The purchase agreement sets the near-term steps: the initial closing on September 23, 2025, the registration statement due within 10 days of that closing, and the investor's option, which runs for 90 calendar days. The S-3 lists 14,524,080 shares outstanding before the resale and 15,325,664 if all pre-funded warrants are exercised. [Report an error](https://aibio.space/reputation/#correction) ## Companies in this story ALLR Allarity Therapeutics, Inc. 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Cite as: aibio.space, "Allarity Therapeutics agrees to $2.5 million private placement", 2025-09-22, https://aibio.space/news/allarity-therapeutics-agrees-2-5-million-private-placement-7-5-million/