Netherlands-based ProQR Therapeutics N.V. (Nasdaq: PRQR) announced the pricing of a combined underwritten registered direct offering and concurrent private placement totaling approximately USD 59.2 million in gross proceeds, with capital directed toward advancing its Axiomer RNA editing platform pipeline and funding general operations. The transaction is structured to retain Eli Lilly and Company as a proportional shareholder, underscoring the strategic importance of the partnership to ProQR's development program.
The registered direct offering comprises 27,624,310 ordinary shares priced at USD 1.81 per share, generating approximately USD 50 million in gross proceeds before underwriting discounts and expenses. Concurrently, Eli Lilly — an existing shareholder and strategic partner — entered into a separate share purchase agreement to acquire 5,100,780 ordinary shares at the same USD 1.81 offering price, for approximately USD 9.2 million in additional gross proceeds. Lilly's participation is structured to allow it to maintain its pro rata beneficial ownership following the dilution created by the public offering. The two tranches are legally independent: the registered offering's closing is not contingent on the concurrent private placement. BofA Securities, Evercore ISI, and Cantor acted as joint lead bookrunning managers, with Oppenheimer & Co. as an additional bookrunner. Proceeds will be used primarily to fund research and clinical development of current and additional pipeline candidates, with the remainder allocated to working capital and general corporate purposes.
Company overview and pipeline
ProQR is a Netherlands-headquartered, clinical-stage RNA therapy company with a US presence in Cambridge, Massachusetts. The company has strategically repositioned around its proprietary Axiomer platform, which harnesses the cell's endogenous ADAR (adenosine deaminase acting on RNA) editing machinery to make targeted single-nucleotide edits in RNA. This approach is designed to correct disease-causing mutations or modulate protein expression without permanently altering the genome, and is intended to generate a new class of medicines applicable across both rare and prevalent diseases.
The Axiomer platform is the foundation of ProQR's expanded collaboration with Eli Lilly, which was originally established in September 2021 and significantly broadened in December 2022. Under the combined terms of those agreements, ProQR received USD 125 million in upfront payments and equity investments, with eligibility for up to approximately USD 3.75 billion in development, regulatory, and commercial milestone payments, plus tiered royalties. Lilly holds options to expand the collaboration further, and the December 2022 expansion included an additional USD 50 million option for Lilly to access new therapeutic targets. Lilly's decision to participate in the concurrent private placement at the same price as public market investors reflects its continued commitment to maintaining proportional ownership in ProQR as the company executes on the Axiomer program.