0001104659-26-036821
SEC filingAprea Therapeutics entered into a securities purchase agreement for a $30 million private placement of pre-funded warrants and common warrants to purchase approximately 37.2 million shares each, expected to close March 31, 2026.
Aprea Therapeutics secured $30 million in gross proceeds through an oversubscribed private placement of warrants, providing critical non-dilutive capital to extend cash runway into Q1 2028 and support ongoing ACESOT-1051 trial advancement. The structure uses pre-funded warrants (nominal $0.001 exercise price, immediately exercisable) paired with common warrants (5.75-year term, cashless exercise option, 4.99%/9.99% beneficial ownership cap), minimizing immediate dilution while offering upside to investors. Key protections include no price reset/anti-dilution beyond standard adjustments, resale registration obligations (effectiveness targeted within 45 days), and lock-up/standstill covenants limiting near-term share supply. Placement agents Oppenheimer (65%) and Maxim (35%) receive 7% fee on proceeds over $15M. Concurrently, positive clinical momentum with confirmed PR in APR-1051 trial reinforces strategic focus on WEE1 inhibition in biomarker-enriched solid tumors like PPP2R1A-mutated endometrial cancer, validating financing timing amid dose escalation progress to 300mg.