aibioORIC Pharmaceuticals agrees to $125 million private placement led by SR One
Tickers ORIC
ORIC Pharmaceuticals agreed to sell about 19.2 million shares or pre-funded warrants at $6.50 in a private placement with roughly $125 million in gross proceeds. The company says the cash funds operations into the second half of 2027, a runway tied to a Phase 3 readout it has not yet reported.
Key facts
- Company
- Oric Pharmaceuticals, Inc. (NASDAQ: ORIC)
- News type
- Financings
- Primary source
- Oric Pharmaceuticals, Inc. Form 8-K filed May 28, 2025 (SEC EDGAR)
ORIC Pharmaceuticals, Inc. (Nasdaq: ORIC) signed a securities purchase agreement on May 23, 2025 for a private placement with aggregate gross proceeds of approximately $125 million, before offering expenses. The company disclosed the deal in a Form 8-K filed May 28, 2025. It expects the financing to close on May 29, 2025, subject to customary closing conditions.
What investors get
ORIC will sell 14,130,313 shares of common stock at $6.50 per share. It will also sell pre-funded warrants for 5,100,532 shares at $6.4999 per warrant. The warrants have an exercise price of $0.0001 per share and are immediately exercisable until exercised in full.
A holder cannot exercise a warrant if the holder and its affiliates would then own more than 9.99% of the common stock outstanding. The holder may raise or lower that cap, but not above 19.99%, with at least 61 days' notice. The press release describes the deal as about 19.2 million shares, or pre-funded warrants in place of shares, at a premium of approximately 18% to ORIC's 10-day trailing volume-weighted average price as of May 23, 2025. The premium is the company's own framing.
The release says the financing was led by SR One and includes new and existing investors, naming Point72, Viking Global Investors, Venrock Healthcare Capital Partners, New Enterprise Associates (NEA), Nextech, Vivo Capital and NEXTBio Capital.
Who is named, and who is not
The filing names no placement agent, underwriter or financial advisor for the placement. The purchase agreement refers only to "the purchasers named therein," and the filing does not list them. Wilson Sonsini Goodrich & Rosati, P.C. is counsel for ORIC and is delivering a legal opinion to the purchasers at closing.
Lock-ups, resale and closing
Executive officers and directors agreed not to sell or transfer common stock, or securities convertible into or exercisable for it, for sixty (60) days after the closing, subject to certain exceptions. ORIC agreed to file a registration statement with the Securities and Exchange Commission within thirty (30) days after the closing, so the purchasers can resell the shares and the shares underlying the warrants. It must keep that statement effective for up to two years.
The purchase agreement sets a closing deadline of 5:00 p.m., Pacific time, on May 29, 2025.
The runway and what it depends on
The release says the proceeds, with current cash, cash equivalents and marketable securities, are expected to fund the current operating plan into the second half of 2027. It also says the money lasts through the anticipated primary endpoint readout from the first ORIC-944 Phase 3 registrational trial in prostate cancer.
That runway therefore depends on a readout the company has not yet reported. The release does not say what ORIC would do if the readout came later than the company expects.
What the company is testing
ORIC describes itself as a clinical stage oncology company focused on treatments that address mechanisms of therapeutic resistance, with offices in South San Francisco and San Diego. Its lead program named in the release is ORIC-944, an allosteric inhibitor of the polycomb repressive complex 2 (PRC2) through the EED subunit, being developed for prostate cancer and headed to a Phase 3 registrational trial. The other clinical-stage candidate it names is ORIC-114, a brain penetrant inhibitor that targets EGFR exon 20, HER2 exon 20 and EGFR atypical mutations.
The 8-K also files a second press release dated May 28, 2025, attached as Exhibit 99.2. It reports dose-escalation data for ORIC-944 combined with apalutamide and with darolutamide, from the ongoing Phase 1b trial. The 8-K describes the data only as dose-escalation results from an ongoing Phase 1b trial, so neither the size of any effect nor any safety finding can be judged from it. A dose-escalation study is an early, small-scale test.
The money side
The 8-K and its exhibits do not give ORIC's cash balance, net loss or cash used in operations before the deal. The runway claim is therefore the company's own statement, and it cannot be checked against figures here. The filings also do not say how many shares ORIC had outstanding before the placement, so the scale of the dilution cannot be stated.