Structure Therapeutics Announces Closing of Upsized $747.5 Million Public Offering of ADSs and Pre-Funded Warrants and Full Exercise of the Underwriters’ Option to Purchase Additional ADSs

Rhea-AI Summary

Structure Therapeutics (NASDAQ: GPCR) closed an upsized underwritten public offering on Dec 11, 2025, selling 9,961,538 ADSs (each ADS = 3 ordinary shares) and pre-funded warrants for 1,538,462 ADSs at $65.00 and $64.9999 respectively.

All securities were sold by the company, including the full exercise of the underwriters' 1,500,000-ADS option, producing gross proceeds of approximately $747.5 million before underwriting discounts, commissions and offering expenses.

Positive

• Gross proceeds of approximately $747.5 million
• Full exercise of 1,500,000-ADS underwriter option
• Pre-funded warrants issued for 1,538,462 ADSs

Negative

• Issued 9,961,538 ADSs, increasing outstanding ADS count
• Net proceeds reduced by underwriting discounts, commissions and offering expenses

Key Figures

ADSs offered 9,961,538 ADSs Total ADSs in upsized underwritten public offering

Underwriters’ option ADSs 1,500,000 ADSs Additional ADSs from full exercise of option

Pre-funded warrants 1,538,462 ADSs ADSs underlying pre-funded warrants in the offering

ADS price $65.00 per ADS Public offering price for ADSs

Pre-funded warrant price $64.9999 per warrant Public offering price for pre-funded warrants

Gross proceeds $747.5 million Gross proceeds before fees and expenses

Current share price $68.94 Price before news release

52-week range $13.22–$94.90 Low and high prior to the offering close

Market Reality Check

$67.06 Last Close

Volume Volume 4,184,642 is 1.65x the 20-day average of 2,532,056, indicating elevated trading into the offering close. high

Technical Shares at $68.94 are trading above the 200-day MA $24.18, reflecting a strong pre-offering uptrend.

Peers on Argus

GPCR was up 3.3% with elevated volume, while peers were mixed: ELVN +3.38%, NUVB -1.26%, PGEN +0.29%, TRML 0.0%, AMLX -0.15%, suggesting a stock-specific reaction to its capital raise.

Historical Context

Date	Event	Sentiment	Move	Catalyst
Dec 09	Equity offering pricing	Negative	-4.6%	Upsized underwritten offering priced with potential dilution concerns.
Dec 08	Proposed equity raise	Negative	+102.5%	Announcement of proposed $500M ADS and pre-funded warrant offering.
Dec 08	Clinical data update	Positive	+102.5%	Positive 36-week Phase 2b and exploratory data for aleniglipron.
Dec 07	Data presentation notice	Positive	+102.5%	Pre-announcement of ACCESS clinical program topline data release.
Nov 06	Earnings and pipeline	Positive	+3.9%	Q3 update with strong cash position and multiple advancing programs.

Pattern Detected

Recent news showed very large positive moves on clinical and data-related updates, while equity offerings produced mixed reactions, including both a sharp gain and a moderate decline.

Recent Company History

Over the past month, GPCR reported positive ACCESS and ACCESS II data for oral GLP‑1 agonist aleniglipron, with stock moves of about +102.49% around the December 8 data and news cycle. That strength was followed by a proposed and then upsized underwritten offering, and now the closing of the fully exercised deal. Earlier, Q3 2025 results highlighted $799.0M in cash and ongoing pipeline progress, setting the backdrop for this large financing.

Regulatory & Risk Context

Active S-3 Shelf Registration 2025-08-06

The company has an active automatic shelf registration on Form S-3ASR filed on 2025-08-06 and effective through 2028-08-06. This provides flexibility to issue registered securities, as seen in the current underwritten offering, although the total shelf capacity is not specified here.

Market Pulse Summary

This announcement confirms the closing of an upsized underwritten offering, with full exercise of the underwriters’ option and gross proceeds of about $747.5M from ADSs and pre-funded warrants. Combined with previously reported cash of $799.0M, GPCR has significantly expanded funding capacity under its Form S-3ASR framework. Investors may track future capital deployment, additional use of the shelf registration, and progress of aleniglipron and other pipeline assets as key determinants of long-term value.

Key Terms

american depositary shares financial

"upsized underwritten public offering of 9,961,538 American depositary shares (ADSs)"

American depositary shares (ADSs) are a way for investors in the United States to buy shares of foreign companies without dealing with international markets directly. They represent ownership in a foreign company's stock and are traded on U.S. stock exchanges, making it easier for American investors to buy, sell, and own parts of companies from around the world.

pre-funded warrants financial

"and pre-funded warrants to purchase 1,538,462 ADSs at a price to the public"

Pre-funded warrants are financial instruments that give investors the right to purchase a company's stock at a set price, but with most or all of the purchase price paid upfront. They function like a coupon or gift card for stock, allowing investors to buy shares later at a fixed price, which can be beneficial if they want to avoid future price increases. This makes them important for investors seeking flexibility and certainty in their investment plans.

automatic shelf registration statement regulatory

"The offering was made pursuant to an automatic shelf registration statement on Form S-3"

An automatic shelf registration statement is a pre-approved filing that companies submit to securities regulators, allowing them to sell new shares or bonds quickly and efficiently when needed. It acts like a standing permit, enabling the company to raise money without going through a lengthy approval process each time, which can be helpful for responding promptly to market opportunities or needs. For investors, it provides transparency about the company's ability to raise funds and signals planning flexibility.

form s-3 regulatory

"automatic shelf registration statement on Form S-3, including a base prospectus"

Form S-3 is a legal document companies use to register their stock sales with the government, making it easier and faster for them to raise money by selling shares to investors. It’s like having a pre-approved shopping list that lets a company quickly sell new shares when they need funds, without going through a lengthy approval process each time.

prospectus supplement regulatory

"Copies of the final prospectus supplement and accompanying prospectus relating to the offering"

A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.

AI-generated analysis. Not financial advice.

SAN FRANCISCO, Dec. 11, 2025 (GLOBE NEWSWIRE) -- Structure Therapeutics Inc. (NASDAQ: GPCR), a clinical-stage global biopharmaceutical company developing novel oral small molecule therapeutics for metabolic diseases, with a focus on obesity, today announced the closing of its previously announced upsized underwritten public offering of 9,961,538 American depositary shares (ADSs), each representing three ordinary shares, which includes the full exercise of the underwriters’ option to purchase up to 1,500,000 additional ADSs at a price to the public of $65.00 per ADS and pre-funded warrants to purchase 1,538,462 ADSs at a price to the public of $64.9999 per pre-funded warrant. All of the securities in the offering were sold by Structure Therapeutics.

The gross proceeds to Structure Therapeutics from the offering were approximately $747.5 million, before deducting underwriting discounts and commissions and offering expenses.

Jefferies, Leerink Partners, Goldman Sachs & Co. LLC, Morgan Stanley, Guggenheim Securities and BMO Capital Markets acted as joint book-running managers for the offering. LifeSci Capital and Citizens Capital Markets acted as co-managers for the offering.

The offering was made pursuant to an automatic shelf registration statement on Form S-3, including a base prospectus, that was filed with the Securities and Exchange Commission (SEC) on August 6, 2025 and became effective upon filing. Copies of the final prospectus supplement and accompanying prospectus relating to the offering were filed with the SEC and can be accessed at no charge through the SEC’s website located at www.sec.gov. Copies of the final prospectus relating to the offering may be obtained from: Jefferies LLC, Attention: Equity Syndicate Prospectus Department, 520 Madison Avenue, New York, NY 10022, by telephone at (877) 821-7388, or by email at Prospectus_Department@Jefferies.com; Leerink Partners LLC, Syndicate Department, 53 State Street, 40th Floor, Boston, MA 02109, by telephone at (800) 808-7525 ext. 6105, or by email at syndicate@leerink.com; Goldman Sachs & Co. LLC, Attention: Prospectus Department, 200 West Street, New York, NY 10282, by telephone at (866) 471-2526, or by email at prospectus-ny@ny.email.gs.com; Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, NY 10014, by telephone at (866) 718-1649, or by email at prospectus@morganstanley.com; Guggenheim Securities, LLC, Attention: Equity Syndicate Department, 330 Madison Avenue, 8th Floor, New York, NY 10017, by telephone at (212) 518-9544, or by email at GSEquityProspectusDelivery@guggenheimpartners.com; and BMO Capital Markets Corp., Attn: Equity Syndicate Department, 151 W 42nd Street, 32nd Floor, New York, NY 10036, or by email at bmoprospectus@bmo.com.

This press release shall not constitute an offer to sell, or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About Structure Therapeutics
Structure Therapeutics is a science-driven clinical-stage biopharmaceutical company focused on discovering and developing innovative oral small molecule treatments for chronic metabolic conditions with significant unmet medical needs. Utilizing its next generation structure-based drug discovery platform, the Company has established a robust GPCR-targeted pipeline, featuring multiple wholly-owned proprietary clinical-stage oral small molecule compounds designed to surpass the scalability limitations of traditional biologic and peptide therapies and be accessible to more people living with obesity around the world.

Investors:
Danielle Keatley
Structure Therapeutics Inc.
ir@structuretx.com

Media:
Dan Budwick
1AB
Dan@1abmedia.com

FAQ

What did Structure Therapeutics (GPCR) announce on December 11, 2025?

Structure Therapeutics closed an upsized public offering selling 9,961,538 ADSs and pre-funded warrants, raising roughly $747.5 million gross.

How many ordinary shares does each GPCR ADS represent?

Each GPCR ADS represents three ordinary shares.

What was the offering price per ADS and pre-funded warrant in the GPCR deal?

ADSs were priced at $65.00 per ADS and pre-funded warrants at $64.9999 per warrant.

Did underwriters exercise their option in the GPCR offering?

Yes; the underwriters fully exercised their option to purchase up to 1,500,000 additional ADSs.

How much did Structure Therapeutics raise before fees in the offering?

The company raised approximately $747.5 million in gross proceeds before underwriting discounts, commissions and expenses.

Were all securities in the GPCR offering sold by the company?

Yes; the press release states that all of the securities in the offering were sold by Structure Therapeutics.