NextCure Announces $21.5 Million Private Placement of Common Stock Priced at the Market Under Nasdaq Rules

Rhea-AI Summary

NextCure (Nasdaq:NXTC) announced a private placement to sell an aggregate of 2,523,477 shares of common stock (or pre-funded warrants) at $8.52 per share, priced at-the-market under Nasdaq rules, with expected gross proceeds of approximately $21.5 million. The offering is expected to close on or about November 13, 2025, subject to customary closing conditions, with H.C. Wainwright acting as exclusive placement agent.

The company said it intends to use net proceeds for general working capital, extending its cash runway into the first half of 2027, beyond the previously planned first half of 2026, and to support proof-of-concept data readouts for ADC programs SIM0505 (CDH6) and LNCB74 (B7-H4). The securities are offered under Section 4(a)(2)/Regulation D and will be registered for resale pursuant to a registration rights agreement.

Positive

• Gross proceeds of approximately $21.5 million
• Extends cash runway into first half of 2027
• Supports proof-of-concept readouts for SIM0505 and LNCB74
• Participation from healthcare investors including Ikarian Capital and Squadron Capital

Negative

• Issuance of 2,523,477 shares may dilute existing shareholders
• Proceeds stated prior to fees, reducing net cash benefit
• At-the-market placement signals near-term capital need

BELTSVILLE, Md., Nov. 12, 2025 (GLOBE NEWSWIRE) -- NextCure, Inc. (Nasdaq: NXTC), a clinical-stage biopharmaceutical company committed to developing novel therapies to treat cancer, today announced that it has entered into definitive agreements with the participation of certain institutional and accredited investors, including Ikarian Capital, Squadron Capital Management, Affinity Healthcare Fund, LP., Exome Asset Management as well as other healthcare focused funds, for the purchase and sale of an aggregate of 2,523,477 shares of common stock (or pre-funded warrants in lieu thereof) at a purchase price of $8.52 per share of common stock (or pre-funded warrant in lieu thereof) in a private placement priced at-the-market under Nasdaq rules. The private placement is expected to close on or about November 13, 2025, subject to the satisfaction of customary closing conditions.

H.C. Wainwright & Co. is acting as the exclusive placement agent for the offering.

The gross proceeds from the offering are expected to be approximately $21.5 million, prior to deducting placement agent’s fees and other offering expenses payable by the Company. The Company intends to use the net proceeds from the offering for general working capital needs, extending the Company’s cash runway into the first half of 2027, which is beyond the planned first half of 2026, proof of concept data readouts on its two antibody drug conjugate (ADC) programs, SIM0505 (CDH6 ADC) and LNCB74 (B7-H4 ADC).

The securities described above are being offered in a private placement under Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), and/or Regulation D promulgated thereunder and have not been registered under the Securities Act, or applicable state securities laws. Accordingly, the securities issued in the private placement may not be offered or sold in the United States except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act and such applicable state securities laws. Pursuant to a registration rights agreement with investors, the Company has agreed to file a resale registration statement covering the securities described above.

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

About NextCure, Inc.

NextCure is a clinical-stage biopharmaceutical company that is focused on advancing innovative medicines that treat cancer patients that do not respond to, or have disease progression on, current therapies, through the use of targeted therapies including antibody-drug conjugates. We focus on advancing therapies that leverage our core strengths in understanding biological pathways and biomarkers, the interactions of cells, including in the tumor microenvironment, and the role each interaction plays in a biologic response. Please visit www.nextcure.com for more information.

Cautionary Statement Regarding Forward-Looking Statements

Some of the statements contained in this press release are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including with respect to statements related to the completion of the offering, the satisfaction of customary closing conditions related to the offering, the intended use of proceeds therefrom, funding for our operations, objectives and expectations for our business, operations and financial performance and condition, including the progress and results of clinical trials, development plans and upcoming milestones regarding our therapies. Any statements contained herein that are not statements of historical fact may be deemed to be forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “aim,” “anticipate,” “assume,” “believe,” “continue,” “could,” “should,” “due,” “estimate,” “expect,” “intend,” “hope,” “may,” “objective,” “plan,” “predict,” “potential,” “positioned,” “seek,” “target,” “towards,” “forward,” “later,” “will,” “would” and other similar expressions that are predictions of or indicate future events and future trends, or the negative of these terms or similar language.

Forward-looking statements involve substantial risks and uncertainties that could cause actual results to differ materially from those projected in any forward-looking statement. Such risks and uncertainties include, among others: market and other conditions, positive results in preclinical studies may not be predictive of the results of clinical trials; NextCure’s limited operating history and not having any products approved for commercial sale; NextCure’s history of significant losses; NextCure’s need and ability to obtain additional financing on acceptable terms or at all; risks related to clinical development, marketing approval and commercialization; NextCure’s ability to maintain listing of its common stock on the Nasdaq Global Select Market; and NextCure’s dependence on key personnel. More detailed information on these and additional factors that could affect NextCure’s actual results are described under the heading “Risk Factors” in NextCure’s most recent Annual Report on Form 10-K and in NextCure’s other filings with the Securities and Exchange Commission. You should not place undue reliance on any forward-looking statements. Forward-looking statements speak only as of the date of this press release, and NextCure assumes no obligation to update any forward-looking statements, even if expectations change.

Investor Inquiries
Timothy Mayer, Ph.D.
NextCure, Inc.
Chief Operating Officer
(240) 762-6486
IR@nextcure.com

FAQ

What is the size and price of NextCure's November 12, 2025 private placement (NXTC)?

NextCure is selling 2,523,477 shares (or pre-funded warrants) at $8.52 per share for approximate gross proceeds of $21.5 million.

When is the NextCure (NXTC) private placement expected to close?

The offering is expected to close on or about November 13, 2025, subject to customary closing conditions.

How will NextCure (NXTC) use the proceeds from the $21.5M offering?

The company intends to use net proceeds for general working capital and to extend its cash runway into the first half of 2027 and to support ADC proof-of-concept readouts.

Who is acting as placement agent for NextCure's (NXTC) offering?

H.C. Wainwright & Co. is acting as the exclusive placement agent.

Which NextCure drug programs does the offering aim to support?

Proceeds are intended to support proof-of-concept data readouts for ADC programs SIM0505 (CDH6) and LNCB74 (B7-H4).

Are the securities in NextCure's (NXTC) private placement registered for resale?

The securities were offered under Section 4(a)(2)/Regulation D and NextCure agreed to file a resale registration statement under a registration rights agreement.