Terns Pharmaceuticals, Inc. (NASDAQ: TERN) priced an upsized underwritten public offering of 16,250,000 shares of common stock at $40.00 per share, before underwriting discounts and commissions. The gross proceeds are expected to be $650 million, and the offering is scheduled to close on December 11, 2025.
The offering includes a 30‑day option for the underwriters to purchase up to an additional 2,437,500 shares at the public offering price. Jefferies, TD Cowen and Leerink Partners are the lead book‑running managers, while Mizuho, Citizens Capital Markets and Oppenheimer & Co. serve as co‑managers.
Terns will use the net proceeds to fund research, clinical trials, development and manufacturing of its lead oncology asset, TERN‑701, an allosteric BCR‑ABL inhibitor that has received orphan drug designation and has shown promising Phase 1 data. The company will also use the capital for initial activities for a potential future commercial launch of the drug, as well as for working capital and general corporate purposes. The financing extends the company’s runway beyond 2028, reinforcing its decision to focus exclusively on oncology after abandoning its metabolic pipeline.
Prior to the offering, Terns reported a cash balance of $295.6 million as of September 30, 2025. The additional $650 million in gross proceeds will more than double the company’s cash position, providing a substantial buffer for the next several years of clinical development and manufacturing ramp‑up. The capital raise is a critical step for a clinical‑stage biopharmaceutical that has yet to generate revenue.
CEO Amy Burroughs said, “We are focusing the company in oncology and on rapidly advancing TERN‑701 toward a pivotal trial, with the goal of ultimately bringing a potential best‑in‑class therapy to people living with CML.”
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