aibioCellectar Biosciences gets about $5.8 million gross from warrant inducement, issues new warrants
Tickers CLRB
Holders exercised existing warrants at $5.25 per share and paid $0.125 per new warrant. Cellectar anticipates its cash and the net proceeds will fund operations into the third quarter of 2026.
Key facts
- Company
- Cellectar Biosciences, Inc. (NASDAQ: CLRB)
- News type
- Financings
- Primary source
- Cellectar Biosciences, Inc. Form 8-K filed October 10, 2025 (SEC EDGAR)
Cellectar Biosciences, Inc. (Nasdaq: CLRB) received aggregate gross proceeds of approximately $5.8 million after warrant holders exercised existing warrants for cash and bought new warrants. The company disclosed the warrant inducement transaction in a Form 8-K filed October 10, 2025. It anticipates that the net proceeds, together with its cash, will be sufficient to fund operations into the third quarter of 2026.
What the filing says
On October 7, 2025, Cellectar signed warrant exercise inducement letters with certain holders of existing warrants. The holders agreed to exercise for cash their existing warrants to purchase 1,048,094 shares of common stock at an exercise price of $5.25 per share. They also agreed to pay $0.125 per new warrant. In exchange, Cellectar agreed to issue the new warrants, which it calls Inducement Warrants. The deal closed on October 8, 2025.
The existing warrants were originally issued on October 25, 2022, July 21, 2024 and July 2, 2025. An inducement letter offers warrant holders something extra, here new warrants, in exchange for exercising their existing warrants for cash. The form of letter says the new warrants cover up to 100% of the shares issued on the exercise of the existing warrants.
The new warrants
Cellectar issued the Inducement Warrants in two series. The Series I Inducement Warrants are immediately exercisable at $6.00 per share and expire on October 8, 2030. The Series II Inducement Warrants are also immediately exercisable at $6.00 per share and expire on April 8, 2027. The exercise price and the number of shares can be adjusted for stock dividends, stock splits, reorganizations or similar events.
The shares behind the existing warrants were registered for sale or for resale under Form S-1 registration statements filed with the Securities and Exchange Commission (SEC) on June 26, 2025, November 23, 2022 and January 29, 2025. The shares behind the new warrants are not registered. Cellectar agreed to file a resale registration statement on Form S-1 within 15 calendar days of the closing. It issued the new warrants under Section 4(a)(2) of the Securities Act of 1933 and intends to issue the underlying shares under the same exemption or under Section 3(a)(9).
Cash position and runway
Cellectar announced an estimated cash and cash equivalents balance of approximately $12.6 million as of September 30, 2025. The company says this is a preliminary figure because its financial statements for the period were not yet finalized or reviewed, and the actual number may differ materially.
The company anticipates that this cash, together with net proceeds of approximately $5.2 million from the warrant exercises and the sale of the Inducement Warrants, will be sufficient to fund operations into the third quarter of 2026. The 8-K also reported the transaction under Item 3.03, material modifications to rights of security holders.
About the company
In its annual report on Form 10-K, filed March 13, 2025, Cellectar describes itself as a late-stage clinical biopharmaceutical company focused on cancer drugs built on its phospholipid ether drug conjugate platform. Its three lead programs are iopofosine I 131, CLR 121225 and CLR 121125. The 10-K says that, after recent communications with the FDA about a confirmatory study to support accelerated approval, the company is pursuing strategic options for the further development and commercialization of iopofosine, in addition to determining the availability of funding for such a study.
People named in the filing
Chad J. Kolean, Chief Financial Officer, signed the 8-K. James V. Caruso signed the 10-K as Chief Executive Officer and Director. The 10-K signature page also lists directors Frederick W. Driscoll, Asher Alban Chanan-Khan, Stefan D. Loren, John L. Neis and Douglas J. Swirsky.