aibioRezolute prices registered direct offering of about $90 million at $3.25 per share
Tickers RZLT
Rezolute will sell 20,786,923 shares at $3.25 and pre-funded warrants for up to 6,905,385 shares, through Guggenheim Securities as representative of the underwriters. Estimated net proceeds are $84.2 million, and insiders separately agreed to buy up to $10,000,000 of stock at the same price.
Key facts
- Company
- Rezolute, Inc. (NASDAQ: RZLT)
- News type
- Financings
- Primary source
- Rezolute, Inc. Form 8-K filed April 23, 2025 (SEC EDGAR)
Rezolute, Inc. (Nasdaq: RZLT) has priced a registered direct offering of common stock and pre-funded warrants, with gross proceeds before fees expected to be about $90 million. The company disclosed the terms in a Form 8-K filed April 23, 2025. The closing is expected on or about April 24, 2025, subject to customary closing conditions.
Banks, counsel and the offering terms
Rezolute signed an underwriting agreement on April 23, 2025 with Guggenheim Securities, LLC as representative of the underwriters. The press release names Guggenheim Securities as sole book-running manager; BTIG, H.C. Wainwright & Co. and Jones as lead managers; Craig-Hallum and Maxim Group LLC as co-managers; and WG Partners LLP as financial advisor. Dorsey & Whitney LLP gave the legal opinion on the securities. The 8-K names no counsel for the underwriters.
Rezolute agreed to sell 20,786,923 shares of common stock at $3.25 each and pre-funded warrants for up to 6,905,385 shares at $3.249 each. The underwriting agreement sets the price the underwriters pay the company at $3.0550 per share. A pre-funded warrant is paid for almost entirely up front and carries a $0.001 per share exercise price. Holders cannot exercise if that would lift their ownership above 4.99%, or up to 19.99% at their election. The underwriters also have a 30-day option to buy up to 4,153,846 more shares. The securities are sold under a Form S-3 shelf registration statement declared effective on November 29, 2023.
The estimated net proceeds are approximately $84.2 million, or about $96.9 million if the option is exercised in full. The company says it will use the money for research and development and for working capital and general corporate purposes. The press release says the buyers include Federated Hermes Kaufmann Funds, Blackstone Multi-Asset Investing, Great Point Partners, LLC, Marshall Wace, Woodline Partners LP, Nantahala Capital and Squadron Capital Management. Executive officers, directors and certain stockholders agreed not to sell their shares until 90 days after the final prospectus supplement, subject to exceptions.
Insiders' separate purchase
In a separate transaction, certain insiders agreed to buy up to $10,000,000 of common stock at $3.25 a share. The 8-K says that price exceeds the market value definition under Nasdaq Listing Rule 5635(c). The insider shares are sold under Section 4(a)(2) of the Securities Act, and the closing will take place once conditions still to be determined are met. The 8-K does not identify the insiders.
Losses and cash before the raise
The annual report for the fiscal year ended June 30, 2024 shows a net loss of $68,459 thousand, up from $51,787 thousand a year earlier, and net cash used in operating activities of $57,368 thousand. The company had cash and cash equivalents of $70.4 million and marketable debt securities of $56.7 million, a total of $127.1 million, at June 30, 2024. It reports cumulative net losses of $329.4 million since inception and no meaningful revenue to date. The 8-K gives no more recent cash figure.
The drug and the trial
Ersodetug, formerly RZ358, is an intravenously administered human monoclonal antibody for hypoglycemia caused by multiple forms of hyperinsulinism. The company says it binds to an allosteric site on the insulin receptor and has a half-life greater than 2 weeks, which it says could allow twice or once monthly dosing. Those are the company's own descriptions. The pivotal Phase 3 sunRIZE study in congenital hyperinsulinism, an ultra-rare pediatric genetic disorder, was enrolling at the time of the annual report, and neither filing reports a result from it. The 8-K does not say how much of the money goes to that trial or when it will report.
What comes next
Closing is expected on or about April 24, 2025. The underwriters' option runs 30 days, and the insider purchase closes once its conditions are met. Chief Executive Officer Nevan Charles Elam signed the 8-K.