MAIA Biotechnology announced the completion of a $695,000 private placement financing on May 27, 2025, to advance its Phase II clinical trial for THIO-101, a cancer therapeutic candidate. The Chicago-based biotechnology company issued 463,332 shares of common stock and accompanying warrants to accredited investors and a company director.
Financing Structure and Terms
The private placement consisted of 429,999 shares sold to external accredited investors and 33,333 shares purchased by company director Stan Smith. All shares were priced at $1.50 each, with investors receiving warrants to purchase an equal number of additional shares at an exercise price of $1.71. The warrant exercise price represents the greater of the book or market value of the stock on the execution date of the purchase agreement.
The warrants become exercisable six months following issuance and have a five-year term from the initial issuance date. The securities are being issued as restricted securities under Rule 144 of the Securities Act of 1933 and do not contain registration rights.
Clinical Trial Funding
MAIA Biotechnology intends to use the net proceeds specifically to fund the starting costs for Step 1 of Part C of the Phase II trial for THIO-101, with remaining funds allocated to working capital. The company's board of directors determined that allowing director participation in the private placement would further align director interests with those of stockholders.
Regulatory Compliance
The shares, warrants, and underlying securities have not been registered under the Securities Act of 1933 or state securities laws. The offering relies on exemptions from registration under Section 4(a)(2) and Rule 506 of the Securities Act. The director's participation was structured under the company's 2021 Equity Incentive Plan as an Unrestricted Stock Award and Award of Options.
The transaction is expected to close on May 29, 2025, subject to satisfaction of customary closing conditions. The financing represents a strategic move by MAIA Biotechnology to advance its cancer therapeutic pipeline while maintaining regulatory compliance for private securities offerings.
