Nektar Therapeutics Announces Proposed Public Offering

Rhea-AI Summary

Nektar Therapeutics (NASDAQ: NKTR), a clinical-stage biotechnology company specializing in immunotherapy, has announced a proposed underwritten public offering of common stock and pre-funded warrants. The offering includes an option for underwriters to purchase up to an additional 15% of common stock shares within 30 days.

The company plans to use the proceeds for general corporate purposes, including research and development, clinical development, and manufacturing costs to support its drug candidates. Jefferies and Piper Sandler are serving as joint bookrunning managers for the offering.

The securities will be offered through a shelf registration statement on Form S-3 (No. 333-286222) that was declared effective on April 1, 2025. The final size, terms, and completion of the offering remain subject to market conditions.

Positive

• Potential to strengthen cash position for R&D and clinical development
• Established shelf registration already in place and effective
• Support from major underwriters Jefferies and Piper Sandler

Negative

• Potential dilution for existing shareholders
• Uncertain offering size and terms
• Market-dependent completion risk

Insights

Biotech Investment Analyst

Nektar's stock offering aims to strengthen its cash position for pipeline development, but suggests current funding is insufficient.

Nektar Therapeutics has announced a proposed public offering of common stock and pre-funded warrants, signaling a strategic move to bolster its financial position. This capital-raising initiative comes as the company continues to advance its immunotherapy pipeline, which requires substantial funding for research, clinical trials, and manufacturing.

The structure of this offering includes several notable elements. The company is offering both common stock and pre-funded warrants (for certain investors), with an additional 15% option for underwriters. The inclusion of pre-funded warrants is particularly interesting as these instruments allow investors to defer full payment while securing equity positions, often used when investors face ownership limitations.

The timing of this offering is significant. As a clinical-stage biotech company without marketed products generating substantial revenue, Nektar relies heavily on its cash reserves to fund operations. This offering suggests the company may be approaching a point where additional capital is needed to support ongoing development programs and extend its operational runway.

While the company states the proceeds will support general corporate purposes, including R&D and clinical development, the lack of specificity about particular programs or timelines is telling. This broad designation provides management with flexibility but offers limited insight into specific strategic priorities.

For investors, this offering will likely result in dilution of existing shareholders' equity, potentially putting downward pressure on the stock price in the near term. However, if the raised capital successfully advances promising pipeline candidates through clinical milestones, it could create longer-term value. The underwriters' involvement of established firms like Jefferies and Piper Sandler lends credibility to the offering, though the final terms and market reception remain uncertain as indicated by the conditional language throughout the announcement.

SAN FRANCISCO, June 30, 2025 /PRNewswire/ -- Nektar Therapeutics (Nasdaq: NKTR), a clinical-stage biotechnology company focused on the development of innovative medicines in the field of immunotherapy, today announced that it has commenced an underwritten public offering of shares of its common stock and, in lieu of common stock to certain investors, pre-funded warrants to purchase shares of its common stock. All of the shares of common stock and pre-funded warrants to be sold in this offering are being offered by Nektar. In addition, Nektar intends to grant the underwriters a 30-day option to purchase up to an additional fifteen percent (15%) of shares of its common stock at the public offering price per share, less underwriting discounts and commissions. The proposed offering is subject to market and other conditions, and there can be no assurance as to whether or when the offering may be completed, or as to the actual size or terms of the offering.

Nektar intends to use the net proceeds from the offering for general corporate purposes, which may include research and development, clinical development and manufacturing costs to support the advancement of its drug candidates, as well as other general corporate purposes.

Jefferies and Piper Sandler are acting as joint bookrunning managers for the offering.

The securities described above are being offered pursuant to a shelf registration statement on Form S-3 (No. 333-286222) that was filed with the U.S. Securities and Exchange Commission (the "SEC") on March 28, 2025 and declared effective on April 1, 2025. This offering is being made only by means of a prospectus supplement and an accompanying prospectus that form a part of the registration statement.

A preliminary prospectus supplement related to and describing the terms of the offering will be filed with the SEC and will be available on the SEC's website located at www.sec.gov. Copies of the preliminary prospectus supplement and an accompanying prospectus related to the offering may also be obtained, when available, 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; or Piper Sandler & Co., Attention: Prospectus Department, 800 Nicollet Mall, J12S03, Minneapolis, Minnesota 55402, or by telephone at (800) 747-3924, or by e-mail at prospectus@psc.com.

This press release shall not constitute an offer to sell or a 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 that state or jurisdiction.

About Nektar Therapeutics
Nektar Therapeutics is a clinical-stage biotechnology company focused on developing treatments that address the underlying immunological dysfunction in autoimmune and chronic inflammatory diseases. Nektar's lead product candidate, rezpegaldesleukin (REZPEG, or NKTR-358), is a novel, first-in-class regulatory T cell stimulator being evaluated in two Phase 2b clinical trials, one in atopic dermatitis and one in alopecia areata. Nektar's pipeline also includes a preclinical bivalent tumor necrosis factor receptor type II (TNFR2) antibody and bispecific programs, NKTR-0165 and NKTR-0166, and a modified hematopoietic colony stimulating factor (CSF) protein, NKTR-422. Nektar, together with various partners, is also evaluating NKTR-255, an investigational IL-15 receptor agonist designed to boost the immune system's natural ability to fight cancer, in several ongoing clinical trials. Nektar is headquartered in San Francisco, California.

Cautionary Note Regarding Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, which can be identified by words such as: "will," "expect," "develop," "potential," "plan," and similar references to future periods. Examples of forward-looking statements include, among others, statements regarding the size and expected gross proceeds from the offering, completion and timing of the public offering, the anticipated use of proceeds from the offering and the expectation to grant the underwriters a 30-day option to purchase additional shares. Nektar intends such forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in Section 21E of the Securities Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995. Forward-looking statements are neither historical facts nor assurances of future performance. Instead, they are based only on Nektar's current beliefs, expectations, and assumptions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks and changes in circumstances that are difficult to predict and many of which are outside of the control of Nektar. The actual results may differ materially from those indicated in the forward-looking statements. Therefore, you should not rely on any of these forward-looking statements. Important factors that could cause the actual results to differ materially from those indicated in the forward-looking statements include, among others, the risks and uncertainties set forth in Nektar's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 9, 2025 as well as the risks identified in the registration statement and the preliminary prospectus supplement relating to the offering. Any forward-looking statement made by Nektar in this press release is based only on information currently available to Nektar and speaks only as of the date on which it is made. Nektar undertakes no obligation to update any forward-looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise.

For Investors:
Corey Davis, Ph.D.
LifeSci Advisors
212-915-2577
cdavis@lifesciadvisors.com 

For Media:
Madelin Hawtin
LifeSci Communications
603-714-2638
mhawtin@lifescicomms.com

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SOURCE Nektar Therapeutics

FAQ

What is the purpose of Nektar Therapeutics' (NKTR) public offering in June 2025?

The offering aims to raise funds for general corporate purposes, including research and development, clinical development, and manufacturing costs to support their drug candidates.

How much additional stock can the underwriters purchase in NKTR's 2025 offering?

Underwriters have a 30-day option to purchase up to an additional 15% of common stock shares at the public offering price, less underwriting discounts and commissions.

Who are the bookrunning managers for Nektar's 2025 public offering?

Jefferies and Piper Sandler are acting as joint bookrunning managers for the offering.

What type of securities is Nektar (NKTR) offering in this public offering?

Nektar is offering shares of common stock and pre-funded warrants to purchase shares of its common stock (in lieu of common stock to certain investors).

When was Nektar's shelf registration statement declared effective?

The shelf registration statement on Form S-3 (No. 333-286222) was declared effective by the SEC on April 1, 2025.