Kazia Therapeutics Limited Announces Oversubscribed Closing of Up to $120 Million Public Offering

Rhea-AI Summary

Kazia Therapeutics (NASDAQ: KZIA) closed an oversubscribed, tranched registered public offering generating approximately $40 million in upfront gross proceeds from the sale of 2,580,000 ADSs (or pre‑funded warrants) at a combined public offering price of $15.50 per ADS with accompanying Series A and Series B warrants. The clinical milestone‑linked warrants are exercisable immediately at premiums to the ADS price: Series A at $17.825 per ADS (15% premium) for up to 2,243,478 ADSs, tied to Stage IV TNBC data expected in 2H 2027, and Series B at $19.375 per ADS (25% premium) for up to 2,064,000 ADSs, tied to HR+/HER2‑ data expected in 1H 2028. If fully exercised, total potential gross proceeds from the Offering would be about $120 million. Kazia plans to use net proceeds primarily to fund clinical development of paxalisib in triple‑negative breast cancer, HR+/HER2‑ breast cancer, and pMMR colorectal cancer, and for working capital and general corporate purposes. The company will host a corporate update call on September 1, 2026 at 8:00am ET.

Positive

• $40 million upfront gross proceeds raised at closing
• Total potential Offering proceeds up to $120 million if all warrants are exercised
• Series A and B warrants priced at 15% and 25% premiums to $15.50 ADS price
• Participation from multiple institutional investors including ADAR1, Columbia Threadneedle, Lynx1, Marshall Wace, Pointillist
• Proceeds earmarked to advance paxalisib in TNBC, HR+/HER2- breast cancer, and pMMR colorectal cancer

Negative

• Equity and warrant issuance implies potential shareholder dilution if all securities are exercised
• Milestone-linked warrants could add further dilution upon TNBC and HR+/HER2- data readouts

Market Context

Offering-tagged history averaged -11.12% across four events. That record placed the closing in a his...

Analysis

Offering-tagged history averaged -11.12% across four events. That record placed the closing in a historically negative financing context; the effective F-3 shelf and low short positioning were relevant risks to monitor.

Key Figures

Upfront gross proceeds: $40 million Offering price: $15.50 per ADS Series A exercise price: $17.825 per ADS +5 more

8 metrics

Upfront gross proceeds $40 million At offering closing, before expenses

Offering price $15.50 per ADS Combined price with accompanying warrants

Series A exercise price $17.825 per ADS Warrant tranche tied to Stage IV TNBC data

Series B exercise price $19.375 per ADS Warrant tranche tied to HR+/HER2- data

Additional potential proceeds $80 million If all milestone-linked warrants are exercised

Total potential proceeds $120 million Including upfront and potential warrant proceeds

ADSs offered 2,580,000 ADSs Offering component, with pre-funded warrants available in lieu

Series A warrant coverage 2,243,478 ADSs Immediately exercisable warrant tranche

Previous Offering Reports

4 past events · Latest: Aug 28 (Negative)

Same Type Pattern 4 events

Date	Event	Sentiment	24h Move	Catalyst
Aug 28	Offering pricing	Negative	-19.6%	Pricing of tranched ADS and warrant offering with approximately $40 million proceeds
Aug 27	Offering announcement	Negative	-19.6%	Launch of proposed ADS and warrant offering with final terms pending
Jan 14	Registered direct offering	Negative	+1.3%	Closing of registered direct offering raising $2.0 million
Jan 10	Registered direct offering	Negative	-6.5%	Announcement of $2.0 million registered direct offering with warrants

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Pattern Detected

KZIA historically showed predominantly negative reactions to offering-related announcements, with three of four tag-specific events aligned with downside reactions.

Key Terms

american depositary shares, pre-funded warrants, triple-negative breast cancer, registered public offering

4 terms

american depositary shares financial

"2,580,000 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

"or in lieu of ADSs to certain investors, pre-funded warrants"

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.

triple-negative breast cancer medical

"Stage IV triple-negative breast cancer ("TNBC") data readout"

Triple-negative breast cancer is a type of breast cancer that lacks three common markers used to identify and treat the disease effectively. Because it doesn’t respond to some targeted therapies, it can be more difficult to treat and may have a more aggressive progression. This impacts the development of new treatments and can influence the outlook for healthcare companies involved in cancer research and pharmaceuticals.

registered public offering financial

"oversubscribed, tranched registered public offering"

A registered public offering is when a company files required documents with regulators to sell new shares or bonds to the general public, providing standardized financial and business information for transparency. For investors, it matters because it creates an opportunity to buy newly issued securities while often increasing market liquidity, but it can also dilute existing ownership and affect share price as supply and company funding needs change—think of a bakery baking extra loaves that can satisfy more customers but slightly reduces each owner's slice of the original batch.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Company to host a corporate update call Tuesday, September 1st at 8:00am ET

SYDNEY, Aug. 31, 2026 /PRNewswire/ -- Kazia Therapeutics Limited (NASDAQ: KZIA) ("Kazia" or the "Company"), an oncology-focused biotechnology company developing therapies that selectively reprogram cancer biology, restore anti-tumor immunity and overcome treatment resistance, today announced the closing of its previously announced oversubscribed, tranched registered public offering (the "Offering") generating approximately $40 million in upfront gross proceeds. Both clinical milestone-linked warrant tranches were priced at premiums to the $15.50 offering price, with exercise prices of $17.825 per ADS, a 15% premium, tied to the Company's Stage IV triple-negative breast cancer ("TNBC") data readout, and $19.375 per ADS, a 25% premium, tied to the Company's HR+/HER2- breast cancer data readout. If all milestone-linked warrants are exercised in full, the Offering would provide Kazia with approximately $80 million in additional gross proceeds, for total potential gross proceeds of approximately $120 million.

The Offering consisted of (i) 2,580,000 American Depositary Shares ("ADSs"), each representing five hundred (500) ordinary shares of the Company, no par value per share, or in lieu of ADSs to certain investors, pre-funded warrants to purchase ADSs, (ii) accompanying Series A Warrants to purchase up to 2,243,478 ADSs (or pre-funded warrants in lieu thereof), exercisable immediately at a purchase price of $17.825 per ADS, expiring upon the earlier of 30 days following the Company's Stage IV triple-negative breast cancer (TNBC) data readout, expected in the second half of 2027, or the five-year anniversary of issuance, and (iii) accompanying Series B Warrants to purchase up to 2,064,000 ADSs (or pre-funded warrants in lieu thereof), exercisable immediately at a purchase price of $19.375 per ADS, expiring upon the earlier of 30 days following the Company's HR+/HER2- data readout, expected in the first half of 2028, or the five-year anniversary of issuance. All securities in the Offering were sold by Kazia.

The combined public offering price was $15.50 per ADS together with its accompanying Series A and Series B Warrants, and $15.4999 (equal to the combined public offering price per ADS and accompanying warrants less $0.0001) for each pre-funded warrant together with its accompanying Series A and Series B Warrants. Gross proceeds to Kazia at closing were approximately $40 million, before deducting underwriting discounts, commissions, and offering expenses.

The Offering included participation from new and existing institutional investors, including ADAR1 Capital Management, Columbia Threadneedle Investments, Lynx1 Capital Management, Marshall Wace, and Pointillist Family Office.

Leerink Partners and Guggenheim Securities acted as joint bookrunning managers, BTIG and Needham & Company acted as lead managers, and Laidlaw & Company (UK) Ltd. acted as co-manager for the Offering.

Kazia intends to use the net proceeds from the Offering primarily to fund clinical development of paxalisib, including ongoing and planned studies in triple-negative breast cancer, HR+/HER2- breast cancer, and pMMR colorectal cancer, as well as for working capital and general corporate purposes.

Corporate Update Call

Kazia Therapeutics will host a corporate update conference call on Tuesday, September 1, 2026, at 8:00am ET. A link to the webcast of the conference call will be available on the Kazia website at https://www.kaziatx.com/investors/news-and-events/ir-calendar or click here. The conference call can also be accessed by dialing 1-877-407-4018 (U.S.) or 1-201-689-8471 (international), using Conference ID: 13762519.

About Kazia Therapeutics

Kazia Therapeutics (NASDAQ: KZIA) is an oncology-focused drug development company, based in Sydney, Australia. The Company's lead asset, paxalisib, is an investigational brain-penetrant inhibitor of the PI3K/Akt/mTOR pathway, which is being developed to treat multiple forms of cancer. Licensed from Genentech in late 2016, paxalisib is or has been the subject of over 15 clinical trials. A completed Phase 2/3 study in glioblastoma (GBM AGILE) was reported in 2024, and discussions are ongoing for designing and executing a pivotal registrational study in pursuit of a standard approval. Other clinical trials involving paxalisib are ongoing in advanced breast cancer, brain metastases, diffuse midline gliomas, and primary central nervous system lymphoma, with several of these trials having reported encouraging interim data. Paxalisib was granted Orphan Drug Designation for glioblastoma by the U.S. Food and Drug Administration (FDA) in February 2018, and Fast Track Designation (FTD) for glioblastoma in August 2020. Paxalisib was also granted FTD in July 2023 for the treatment of solid tumor brain metastases harboring PI3K pathway mutations in combination with radiation therapy. Additionally, paxalisib was granted Rare Pediatric Disease Designation and Orphan Drug Designation by the FDA for diffuse intrinsic pontine glioma in August 2020 and for atypical teratoid/rhabdoid tumors in June 2022 and July 2022, respectively. Kazia is also developing EVT801, a small molecule inhibitor of VEGFR3, which was licensed from Evotec SE in April 2021. In addition to its clinical-stage programs, Kazia is advancing NDL2, a potentially first-in-class intracellular PD-L1 protein degrader program targeting a newly identified mechanism of immunotherapy resistance and metastatic progression, as well as MSETC, a potentially first-in-class SETDB1 inhibitor program intended to restore immune signaling in tumors that have become resistant to immunotherapy, including checkpoint inhibitors. Both programs are currently in preclinical development. For more information, please visit www.kaziatx.com or follow us on X @KaziaTx.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements include, but are not limited to, statements regarding the Offering and the potential gross proceeds therefrom, including the exercise of the Series A Warrants and Series B Warrants; the Company's ability to achieve clinical milestones, including the Stage IV TNBC and HR+/HER2- data readouts that may trigger warrant exercise periods; the Company's intended use of proceeds; and the Company's plans for clinical development of paxalisib. Forward-looking statements are generally identified by words such as "anticipates," "believes," "expects," "intends," "plans," "may," "will," "could," "should," "estimates," "projects," "potential," and similar expressions. These forward-looking statements are based on management's current expectations and assumptions as of the date of this press release and are subject to significant risks, uncertainties, and other factors that could cause actual results to differ materially from those expressed or implied.

Such risks and uncertainties include, but are not limited to: the Company's ability to complete the Offering; the Company's ability to achieve clinical milestones, including the Stage IV TNBC and HR+/HER2- data readouts that trigger warrant exercise periods; risks associated with the conduct of clinical trials and regulatory approvals; volatility in the price of the Company's ADSs and warrants; general economic and market conditions; and the Company's ability to maintain compliance with NASDAQ listing requirements.

For a more complete discussion of risks and uncertainties, please refer to the Company's filings with the SEC, including the "Risk Factors" section of the Company's most recent Annual Report on Form 20-F. The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law. All forward-looking statements are qualified in their entirety by this cautionary statement.

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SOURCE Kazia Therapeutics Limited

FAQ

What did Kazia Therapeutics (NASDAQ: KZIA) announce about its August 2026 public offering?

Kazia Therapeutics announced the closing of an oversubscribed, tranched registered public offering, raising approximately $40 million in upfront gross proceeds. According to Kazia, the Offering includes ADSs and milestone-linked warrants with the potential to reach about $120 million in total gross proceeds.

How much capital could Kazia Therapeutics (KZIA) raise in total from this public offering?

Kazia Therapeutics could raise up to approximately $120 million in total gross proceeds from the Offering. According to Kazia, this includes about $40 million received at closing plus roughly $80 million in additional gross proceeds if all milestone-linked warrants are fully exercised.

What are the warrant exercise prices and premiums in the Kazia (KZIA) August 2026 offering?

The Series A warrants have an exercise price of $17.825 per ADS and Series B warrants $19.375 per ADS. According to Kazia, these represent approximately 15% and 25% premiums, respectively, to the $15.50 public offering price per ADS with accompanying warrants.

How many ADSs were issued in the Kazia Therapeutics (KZIA) August 31, 2026 offering?

Kazia Therapeutics issued 2,580,000 American Depositary Shares (ADSs), or pre-funded warrants in lieu of ADSs to certain investors. According to Kazia, each ADS represents 500 ordinary shares, and all securities in the Offering were sold by the company.

What will Kazia Therapeutics (KZIA) use the offering proceeds for?

Kazia intends to use the net proceeds primarily to fund clinical development of paxalisib in multiple cancer indications. According to Kazia, these include ongoing and planned studies in triple-negative breast cancer, HR+/HER2- breast cancer, pMMR colorectal cancer, and for working capital and general corporate purposes.

When are the TNBC and HR+/HER2- data readouts linked to Kazia (KZIA) warrants expected?

The Stage IV triple-negative breast cancer data readout is expected in the second half of 2027, and HR+/HER2- data in the first half of 2028. According to Kazia, the respective Series A and Series B warrants expire 30 days after these readouts or five years after issuance, whichever comes first.

When is the Kazia Therapeutics (KZIA) corporate update call for this offering?

Kazia Therapeutics scheduled a corporate update conference call for Tuesday, September 1, 2026, at 8:00am ET. According to Kazia, investors can access the webcast via the company’s website or by dialing the provided U.S. and international conference call numbers with Conference ID 13762519.