S-1/A: Shuttle Pharmaceuticals Announces Public Offering of Common Stock and Pre-Funded Warrants

Shuttle Pharmaceuticals is launching a public offering of up to 10 million shares of common stock, with pre-funded warrants available as an alternative for certain investors.

Summary

• Shuttle Pharmaceuticals Holdings, Inc. is undertaking a firm commitment underwritten offering.
• The offering includes up to 10 million shares of common stock or pre-funded warrants to purchase common stock in lieu thereof.
• The assumed public offering price is $0.60 per share or pre-funded warrant, based on the last reported sale price on February 26, 2025.
• Pre-funded warrants are offered to purchasers who would otherwise exceed beneficial ownership limitations of 4.99% or 9.99%.
• The exercise price of each pre-funded warrant is $0.001 per share.
• WestPark Capital, Inc. is the exclusive underwriter for the offering and will receive fees totaling 4.0% of the gross cash proceeds.
• The company intends to use the net proceeds from this offering to fund Phase II clinical trials for its lead product candidate radiation sensitizer Ropidoxuridine, including $2.8 million in payments that will be owed to Theradex Systems, Inc., the CRO supporting our Phase II clinical trials, along with up to $2.0 million for certain anticipated marketing fees.

Sentiment

Score: 6

Explanation: The document is primarily factual, outlining the terms of the public offering. The sentiment is neutral, with a slight positive leaning due to the potential for funding clinical trials.

Positives

• The offering will provide capital to advance the Phase II clinical trial of Ropidoxuridine.
• The pre-funded warrant structure allows investors facing ownership limitations to participate in the offering.

Negatives

• The offering may cause dilution to existing shareholders.
• The company has broad discretion in how it uses the net proceeds of the offering.
• The company is required to pay the underwriter fees totaling 4.0% of the aggregate gross cash proceeds actually realized by the Company in this offering.

Risks

• The market price of the company's common stock may fluctuate substantially.
• The company may be unable to regain compliance and maintain its listing on the Nasdaq Capital Market.
• The company has broad discretion in how it uses the net proceeds of this offering, and we may not use these proceeds effectively or in ways with which you agree.

Future Outlook

The company intends to use the net proceeds from this offering to fund Phase II clinical trials for its lead product candidate radiation sensitizer Ropidoxuridine, including $2.8 million in payments that will be owed to Theradex Systems, Inc., the CRO supporting our Phase II clinical trials, along with up to $2.0 million for certain anticipated marketing fees.

Industry Context

The company is operating in the clinical stage pharmaceutical industry, leveraging its proprietary technology to develop novel therapies designed to cure cancers.

Stakeholder Impact

• Shareholders may experience dilution.
• The company's ability to execute its business plan may be enhanced by the additional capital.
• The company intends to use the net proceeds from this offering to fund Phase II clinical trials for its lead product candidate radiation sensitizer Ropidoxuridine, including $2.8 million in payments that will be owed to Theradex Systems, Inc., the CRO supporting our Phase II clinical trials, along with up to $2.0 million for certain anticipated marketing fees.

Next Steps

• File the Prospectus with the Commission in the manner and within the time period required by Rule 424(b).
• Complete the closing of the offering, subject to customary conditions.

Key Dates