aibioCandel Therapeutics agrees to sell about $15.0 million of stock in direct offering
Tickers CADL
Candel Therapeutics agreed on June 24, 2025 to sell 3,221,395 shares at $4.67 each in a registered direct offering. The prospectus names no placement agent or underwriter, and some buyers are directors and executive officers.
Key facts
- Company
- Candel Therapeutics, Inc. (NASDAQ: CADL)
- News type
- Financings
- Primary source
- Candel Therapeutics, Inc. 424B5 (2025-06-24)
The offering
Candel Therapeutics, Inc. (Nasdaq: CADL) is offering 3,221,395 shares of common stock at $4.67 a share, according to a prospectus supplement dated June 23, 2025. The total offering price is $15,043,914.65 before expenses, and the company estimates net proceeds of about $14.4 million. A press release dated June 24, 2025 gives gross proceeds of about $15.0 million. Closing is expected on or about June 25, 2025, subject to customary conditions.
The buyers include certain directors and executive officers or their affiliates, existing stockholders, and other institutional investors. The prospectus says the shares are offered on a best efforts basis directly to those purchasers, without a placement agent, underwriter, broker or dealer. The price matches the last reported sale price of $4.67 on the Nasdaq Global Market on June 23, 2025. The prospectus says the company will file the form of securities purchase agreement with a Form 8-K, and this copy of the supplement does not set out its terms.
Who is named
The prospectus names Goodwin Procter LLP of Boston, Massachusetts as the company's counsel on this offering, and it will pass upon the validity of the shares. It names KPMG LLP as the independent registered public accounting firm whose report on the 2024 financial statements is incorporated by reference. It names no placement agent, underwriter or counsel to the buyers.
The company also has an older at-the-market program. In August 2022 it entered into an Open Market Sale Agreement with Jefferies LLC as sales agent, covering up to $75.0 million, and the prospectus says up to $53.5 million remained available. The prospectus does not say whether Jefferies had any role in this offering.
Cash, dilution and the trial
The prospectus gives cash and cash equivalents of $92.2 million at March 31, 2025. Net tangible book value per share was $1.52 at that date and rises to $1.70 after the offering. The prospectus describes an immediate dilution of $2.97 per share to purchasers in this offering. Shares outstanding would rise from 49,247,141 at March 31, 2025 to 52,468,536.
The audit report on the 2024 financial statements carries an explanatory paragraph. It says the accumulated deficit, operating losses and negative cash flows from operations raise substantial doubt about the company's ability to continue as a going concern.
The company's main asset is CAN-2409 in localized prostate cancer. In December 2024 it reported topline data from a randomized, placebo-controlled phase 3 trial of 745 patients, of whom 496 received CAN-2409 and 249 received placebo, all with radiation. The company says the trial met its primary endpoint of disease-free survival, with a hazard ratio of 0.7. The company describes that as a 30% reduction in the risk of recurrence or death. The company's own report puts the 95% confidence interval at 0.52 to 0.94 (p=0.0155) and the median follow-up at 50.3 months. Median disease-free survival was not reached with CAN-2409 against 86.1 months with placebo. The company reports the drug was generally well tolerated, with flu-like symptoms, fever and chills the most common related adverse events. A separate phase 2b monotherapy trial in 190 patients on active surveillance showed numerical gains that did not reach statistical significance. The company says it intends to discuss the regulatory pathway with the FDA and expects to submit a biologics license application in the fourth quarter of 2026. No approval exists yet.
What the offering leaves open
The company plans to use the net proceeds for launch readiness, medical affairs and pre-commercialization work while it prepares that application, and for general corporate purposes. The prospectus does not split that spending into amounts or say how long the cash will last. The auditor's going concern paragraph sits alongside a cash balance of $92.2 million at March 31, 2025.
Insiders are among the buyers, and the chief executive says the completed offering reflects strong confidence from investors and insiders. The prospectus does not give the number of shares bought by directors and officers, so the size of their stake in the offering cannot be measured from it.