Traws Pharma Inc. filed SEC Form 8-K: Other Events
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| Item 8.01 | Other Events. |
As previously disclosed by Traws Pharma, Inc. (the “Company”) in its filings with the SEC, on November 20, 2024, the Company received a letter from the staff of the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that it was no longer in compliance with the minimum $2.5 million stockholders’ equity requirement for continued listing on Nasdaq as set forth in Listing Rule 5550(b)(1) (the “Rule”). The Company timely requested a hearing before a Hearings Panel of Nasdaq (the “Hearings Panel”). On November 14, 2024, the Hearings Panel granted the Company an exception until February 18, 2025 to demonstrate compliance with the Nasdaq listing rules.
The Company has since taken actions to attempt to regain compliance with Nasdaq listing rules. Specifically, as previously disclosed by the Company in its filings with the SEC, on December 31, 2024, the Company closed an offering of (i) up to 3,630,205 Class A Units (“Class A Units”), each Class A Unit consisting of (a) one share of the Company’s common stock or one Pre-Funded Warrant to purchase one share of Company common stock, and (b) one Series A Warrant to purchase one share of Company common stock, and (ii) 289,044 Class B Units (“Class B Units” and, together, with the Class A Units the “Units”), each Class B Unit consisting of one Pre-Funded Warrant and one Series A Warrant pursuant to the Securities Purchase Agreement, dated December 29, 2024, between the Company and the several purchasers named therein. The gross proceeds of the offering were approximately $20 million before deducting placement agent’s fees and other estimated offering expenses payable by the Company, and, if exercised in full, up to another $52.6 million upon exercise of Series A Warrants issued with the offering within 30 days of the key data read outs.
As a result of the transaction, as of the date of this filing, the Company believes it has stockholders’ equity of at least $2.5 million, as required by the Rule. The Company is awaiting confirmation from Nasdaq that it has evidenced compliance with the Rule. However, there can be no assurance that Nasdaq will determine that the Company has regained compliance with the Nasdaq continued listing rules.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: February 18, 2025 | TRAWS PHARMA, INC. | |
| By: | /s/ Werner Cautreels | |
| Werner Cautreels | ||
| Chief Executive Officer | ||