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ProQR Prices $50.0 Million Underwritten Registered Direct Offering and Concurrent Private Placement

(Very High)
(Neutral)
Tags
private placement offering

ProQR (Nasdaq: PRQR) priced an underwritten registered direct offering of 27,624,310 ordinary shares at $1.81 per share, targeting $50 million in gross proceeds. A concurrent private placement to Eli Lilly adds about $9.2 million, both expected to close around June 26, 2026.

According to ProQR, net proceeds plus existing cash will mainly fund research and clinical development, alongside working capital and general corporate purposes.

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Positive

  • Underwritten registered direct offering targets approximately $50.0 million in gross proceeds
  • Concurrent private placement with Eli Lilly adds about $9.2 million
  • Eli Lilly purchase allows it to maintain pro rata beneficial ownership in ProQR
  • Net proceeds earmarked to fund research and clinical development of RNA pipeline
  • Multiple bookrunners (BofA Securities, Evercore ISI, Cantor, Oppenheimer) support capital raise

Negative

  • Issuance of over 32.7 million new ordinary shares will dilute existing shareholders
  • Concurrent private placement shares are unregistered and subject to resale restrictions under the Securities Act

News Market Reaction – PRQR

-13.54% 4.7x vol
20 alerts
-13.54% Session close to close
+22.0% Peak Tracked
-34.9% Trough Tracked
$190.71M Market Cap
4.7x Rel. Volume

In the Jun 25 session, PRQR declined 13.54%, reflecting a significant negative market reaction. Argus tracked a peak move of +22.0% during that session. Argus tracked a trough of -34.9% from its starting point during tracking. Our momentum scanner triggered 20 alerts that day, indicating elevated trading interest and price volatility. Trading volume was very high at 4.7x the daily average, suggesting heavy selling pressure.

Data tracked by StockTitan Argus on the day of publication.

Market Context

The stock dropped -13.5% in the session following this news. A negative reaction despite positive ne...
Analysis

The stock dropped -13.5% in the session following this news. A negative reaction despite positive news fits PRQR’s pattern around equity offerings, which previously averaged roughly -6% moves. Added cash from this $59.2M-plus raise may be weighed against dilution, with limited offset from low short interest.

Key Figures

Registered direct shares: 27,624,310 shares Offering price: $1.81 per share Gross proceeds (offering): $50.0 million +5 more
8 metrics
Registered direct shares 27,624,310 shares Underwritten registered direct offering
Offering price $1.81 per share Price for both offering and Lilly purchase
Gross proceeds (offering) $50.0 million Total gross proceeds from registered direct offering
Lilly private placement shares 5,100,780 shares Concurrent private placement to maintain pro rata ownership
Gross proceeds (Lilly placement) $9.2 million Total gross proceeds from Lilly private placement
Expected closing date June 26, 2026 Expected closing of offering and private placement
Shelf filing date September 30, 2024 Form F-3 registration statement filed with SEC
Shelf effective date October 10, 2024 Form F-3 declared effective by SEC

Previous Private placement,offering Reports

2 past events · Latest: Oct 25 (Negative)
Same Type Pattern 2 events
Date Event Sentiment 24h Move Catalyst
Oct 25 Equity offering Negative -4.3% Closing of underwritten public offering and Lilly private placement raising $75.3M.
Oct 22 Equity offering Negative -7.7% Pricing of $75M public offering plus Lilly private placement to maintain ownership.

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

Pattern Detected

Prior equity offerings and private placements have reliably led to negative next-day price reactions for PRQR.

Key Terms

underwritten registered direct offering, concurrent private placement, shelf registration statement, form f-3, +1 more
5 terms
underwritten registered direct offering financial
"announced the pricing of an underwritten registered direct offering of 27,624,310"
An underwritten registered direct offering is a way a company raises money by selling newly registered shares or bonds directly to selected investors, with an investment bank agreeing to buy and resell the securities so the company knows it will receive the cash. Think of the bank as a wholesaler that guarantees to take the inventory and find buyers; it speeds the sale but often means the securities are sold at a discount, which can dilute existing shareholders and affect the stock price.
concurrent private placement financial
"ProQR Prices $50.0 Million Underwritten Registered Direct Offering and Concurrent Private Placement"
A concurrent private placement is a sale of a company’s shares or bonds directly to a select group of investors that happens at the same time as another financing action or offering. Think of it as quietly selling a block of tickets to a few people while a larger ticket drive is underway; it raises cash quickly but can change ownership proportions, dilute existing shareholders and affect share price, so investors watch it as a sign of funding needs and potential value shifts.
shelf registration statement regulatory
"A shelf registration statement on Form F-3 relating to the Offering"
A shelf registration statement is a document a company files with regulators that allows it to sell shares or bonds quickly when it’s a good time to raise money. It’s like having a pre-approved plan ready so the company can act fast without going through lengthy paperwork each time they want to sell, making fundraising more flexible.
form f-3 regulatory
"A shelf registration statement on Form F-3 relating to the Offering"
Form F-3 is a U.S. securities filing that lets eligible foreign companies pre-register and then quickly sell shares or other securities to raise money, because they already meet ongoing reporting and size tests. For investors it signals that the company is up-to-date with regulatory disclosure and has an efficient way to issue new securities — similar to a pre-approved credit line — which can mean faster capital raises but also potential dilution of existing holdings.
prospectus supplement regulatory
"A final prospectus supplement relating to and describing the final terms of 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. How Rhea-AI works. Not financial advice.

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LEIDEN, Netherlands and CAMBRIDGE, Mass., June 25, 2026 (GLOBE NEWSWIRE) -- ProQR Therapeutics N.V. (Nasdaq: PRQR) (“ProQR”), a clinical-stage biotechnology company dedicated to changing lives through transformative RNA therapies based on its proprietary Axiomer RNA editing technology platform, today announced the pricing of an underwritten registered direct offering of 27,624,310 ordinary shares (the “Offering”) at an offering price of $1.81 per share (the “Offering Price”), for total gross proceeds of approximately $50.0 million, before deducting underwriting discounts and commissions and other offering expenses payable by ProQR.

Concurrently with the Offering, ProQR has entered into a share purchase agreement with Eli Lilly and Company (“Lilly”), one of its existing shareholders and a strategic partner, in a separately negotiated transaction pursuant to which ProQR agreed to offer and sell, and Lilly agreed to purchase, 5,100,780 ordinary shares, to permit Lilly to maintain its pro rata beneficial ownership, at the Offering Price, for total gross proceeds of approximately $9.2 million, subject to the consummation of the Offering and the satisfaction of other customary closing conditions. The sale of ordinary shares to Lilly in the concurrent private placement will not be registered as part of the Offering. The closing of the Offering is not contingent upon the closing of the concurrent private placement. The ordinary shares purchased in the concurrent private placement will not be subject to any underwriting discounts or commissions.

The ordinary shares to be sold in the concurrent private placement are being issued pursuant to the exemptions provided by Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”). These shares have not been registered under the Securities Act, or any state or other applicable jurisdiction’s securities laws, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state or other jurisdiction’s securities laws.

ProQR currently intends to use the net proceeds from the Offering and the concurrent private placement, together with its existing cash and cash equivalents, primarily to fund research and clinical development of its current or additional pipeline candidates and for working capital, capital expenditures and other general corporate purposes.

BofA Securities, Evercore ISI and Cantor are acting as joint lead bookrunning managers for the Offering, and Oppenheimer & Co. is acting as a bookrunning manager for the Offering. The Offering and concurrent private placement are expected to close on or about June 26, 2026, subject to the satisfaction of customary closing conditions.

A shelf registration statement on Form F-3 relating to the Offering (including the accompanying prospectus) was filed with the Securities and Exchange Commission (the “SEC”) on September 30, 2024 and was declared effective on October 10, 2024. The Offering is being made only by means of a prospectus and prospectus supplement that form a part of the registration statement. A final prospectus supplement relating to and describing the final terms of the Offering will be filed with the SEC. When available, copies of the final prospectus supplement and the accompanying prospectus relating to the Offering may be obtained from: BofA Securities, NC1-022-02-25, Attention: Prospectus Department, 201 North Tryon Street, Charlotte, NC, 28255-0001, or by email at dg.prospectus_requests@bofa.com; Evercore Group L.L.C., Attention: Equity Capital Markets, 55 East 52nd Street, 35th Floor, New York, New York 10055, by telephone at (888) 474-0200 or by email at ecm.prospectus@evercore.com; or Cantor Fitzgerald & Co., Attention: Capital Markets, 110 East 59th Street, 6th Floor, New York, New York 10022 or by email at prospectus@cantor.com. You may also obtain these documents free of charge by visiting the SEC’s website at www.sec.gov.

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 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 ProQR

ProQR Therapeutics is dedicated to changing lives through the creation of transformative RNA therapies. ProQR is pioneering a next-generation RNA technology called Axiomer™, which uses a cell’s own editing machinery called ADAR to make specific single nucleotide edits in RNA to reverse a mutation or modulate protein expression and could potentially yield a new class of medicines for both rare and prevalent diseases with unmet need. Based on its unique proprietary RNA repair platform technologies ProQR is growing its pipeline with patients and loved ones in mind.

Forward-Looking Statements

This press release contains forward-looking statements. All statements other than statements of historical fact are forward-looking statements, which are often indicated by terms such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “goal,” “intend,” “look forward to,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “will,” “would” and similar expressions. Forward-looking statements are based on management’s beliefs and assumptions and on information available to management only as of the date of this press release. These forward-looking statements include, but are not limited to, statements about the expected timing, completion and intended use of proceeds of the Offering and the concurrent private placement. Such forward-looking statements involve risks and uncertainties, many of which are beyond ProQR’s control, including risks and uncertainties related to market conditions and satisfaction of customary closing conditions related to the Offering and the concurrent private placement. There can be no assurance that ProQR will be able to complete the Offering and the concurrent private placement on the anticipated terms, or at all. Applicable risks also include those that are included in ProQR’s final prospectus supplement and accompanying prospectus to be filed with the SEC for the Offering, including the documents incorporated by reference therein, which include ProQR’s Annual Report on Form 20-F for the year ended December 31, 2025, and any subsequent SEC filings. Given these risks, uncertainties and other factors, you should not place undue reliance on these forward-looking statements, and ProQR assumes no obligation to update these forward-looking statements, even if new information becomes available in the future, except as required by law.

ProQR Therapeutics N.V.
Investor and media contact:
Sarah Kiely
ProQR Therapeutics N.V.
T: +1 617 599 6228
skiely@proqr.com
or
Investor contact:
Peter Kelleher
LifeSci Advisors
T: +1 617 430 7579
pkelleher@lifesciadvisors.com


FAQ

What are the key details of ProQR (NASDAQ: PRQR) $50 million offering announced on June 25, 2026?

ProQR priced an underwritten registered direct offering of 27,624,310 shares at $1.81, for about $50 million gross proceeds. According to ProQR, BofA Securities, Evercore ISI, Cantor and Oppenheimer are managing the deal, expected to close around June 26, 2026.

How does the concurrent private placement with Eli Lilly affect ProQR (PRQR) shareholders?

ProQR agreed to sell Eli Lilly 5,100,780 shares at $1.81, raising about $9.2 million. According to ProQR, this lets Lilly maintain its pro rata ownership. The private placement is separate, unregistered, and not subject to underwriting discounts or commissions.

What will ProQR use the proceeds from the PRQR offering and private placement for?

ProQR plans to use net proceeds, plus existing cash, mainly for research and clinical development of pipeline candidates. According to ProQR, remaining funds will support working capital, capital expenditures, and other general corporate purposes tied to its RNA editing platform.

When is the ProQR (PRQR) underwritten offering and Eli Lilly private placement expected to close?

Both the underwritten registered direct offering and concurrent private placement are expected to close on or about June 26, 2026. According to ProQR, each closing remains subject to satisfaction of customary conditions, and the public offering is not contingent on the private placement.

How many new ProQR (PRQR) shares are being issued in the June 2026 transactions?

ProQR is issuing 27,624,310 ordinary shares in the public offering and 5,100,780 shares to Eli Lilly. According to ProQR, total new shares exceed 32.7 million, which will expand the share count and dilute existing shareholder ownership percentages.

Are the ProQR (PRQR) shares sold to Eli Lilly registered with the SEC?

The Eli Lilly private placement shares are not registered under the Securities Act or state securities laws. According to ProQR, they are issued under Section 4(a)(2) exemptions and cannot be offered or sold in the United States without registration or an applicable exemption.