ACTUATE THERAPEUTICS, INC. (ACTU) Form 424B5 — Oct 28, 2026
Actuate Therapeutics priced a public offering of 30,985,900 shares plus warrants to purchase 15,492,950 shares at $0.71 per two-share-plus-warrant unit ($0.355 per share), versus a last close of $0.40, for gross proceeds of approximately $11.0 million and net proceeds of roughly $10.0 million. The offering more than doubles shares outstanding, with additional dilution from warrant exercises at $0.45, underwriter warrants, and 3.7 million insider warrants issued to ~50% holders Bios Partners and Kairos Venture Investments in exchange for two-year lockups.
Key figures
- Greenshoe
- 4,647,885 shares and 2,323,942 warrants (45-day option)
- Cash Position
- 4425841
- Gross Proceeds
- 10999995
- Offering Price
- $0.355 per share ($0.71 per two shares plus one warrant)
- Shares Offered
- 30985900
- Dilution Per Share
- 0.155
- Shares Outstanding
- 54,999,477 post-offering (24,013,577 pre-offering)
- Warrant Exercise Price
- 0.45
- Net Proceeds
- $9,961,479 ($11,495,978 with full over-allotment)
- Insider Lockup
- 2 years for Bios/Kairos Entities (~50% holders) in exchange for warrants at $0.5325
- Warrants Offered
- 15492950
- Underwriting Discount
- 7% ($770,000)
- Nasdaq Mvls Compliance Date
- January 11, 2027
- Underwriter Warrant Exercise Price
- 0.44375
AI analysis
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