Immunovant Announces Proposed Offering of $300 Million of Common Stock
27 September 2023 - 7:00AM
Immunovant, Inc. (Nasdaq: IMVT), a clinical-stage immunology
company dedicated to enabling normal lives for people with
autoimmune diseases, today announced the commencement of a proposed
underwritten public offering and concurrent private placement of an
aggregate of $300,000,000 of shares of its common stock. Immunovant
intends to offer and sell $130,000,000 of shares of its common
stock in an underwritten public offering. In addition, Immunovant
intends to grant the underwriters for the offering a 30-day option
to purchase up to an additional $19,500,000 of shares of its common
stock offered at the public offering price. All of the shares are
being offered by Immunovant.
Concurrent with the proposed public offering, Immunovant intends
to sell $170,000,000 of shares of its common stock to Roivant
Sciences Ltd. in a private placement exempt from the registration
requirements of the Securities Act of 1933, as amended, subject to
consummation of the proposed public offering and other customary
conditions. However, the consummation of the public offering is not
contingent on the consummation of this concurrent private
placement.
The proposed public offering and concurrent private placement
are subject to market and other conditions, and there can be no
assurance as to whether or when the proposed public offering and
concurrent private placement may be completed, or the actual size
or terms of the proposed public offering and concurrent private
placement.
Leerink Partners, Piper Sandler, Guggenheim Securities and Wells
Fargo Securities are acting as joint bookrunning managers for the
public offering. LifeSci Capital is acting as co-manager for the
public offering.
The shares in the public offering are being offered by
Immunovant pursuant to a Registration Statement on Form S-3
previously filed and declared effective by the SEC. The offering
will be made only by means of a prospectus supplement and
accompanying prospectus. A preliminary prospectus supplement
related to the public offering will be filed with the SEC and will
be available on the SEC’s website located at www.sec.gov.
When available, a copy of the preliminary prospectus supplement
and the accompanying prospectus relating to the public offering may
also be obtained from: Leerink Partners LLC, Syndicate Department,
53 State Street, 40th Floor, Boston, MA 02109, or by telephone at
(800) 808-7525 ext. 6105, or by email at syndicate@leerink.com;
Piper Sandler & Co., Attention: Prospectus Department, 800
Nicollet Mall, J12S03, Minneapolis, Minnesota 55402, or by
telephone at (800) 747-3924, or by email at prospectus@psc.com;
Guggenheim Securities, LLC, Attention: Equity Syndicate Department,
330 Madison Avenue, 8th Floor, New York, NY 10017, or by telephone
at (212) 518-9544, or by email at
GSEquityProspectusDelivery@guggenheimpartners.com; and Wells Fargo
Securities, LLC, Attention: Equity Syndicate Department, 500 West
33rd Street - 14th Floor, New York, NY 10001, or by telephone at
(800) 645-3751, or by email at
WFScustomerservice@wellsfargo.com.
The shares of common stock to be sold in the concurrent private
placement have not been registered under the Securities Act or
under any state securities laws and, unless so registered may not
be offered or sold in the United States except pursuant to an
exemption from, or in a transaction not subject to, the
registration requirements of the Securities Act and applicable
state securities laws.
This press release is neither an offer to sell nor a
solicitation of an offer to buy any of these securities, and shall
not constitute an offer, solicitation, or sale in any jurisdiction
in which such offer, solicitation, or sale is unlawful prior to the
registration or qualification under the securities laws of any such
state or other jurisdiction.
Forward-Looking Statements
This press release contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of 1995
as contained in Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. Such forward-looking statements include, but are not
limited to, the uncertainties related to market conditions and the
completion of the public offering and concurrent private placement
on the anticipated terms or at all. There are numerous risks and
uncertainties that could cause actual results and Immunovant’s
plans and objectives to differ materially from those expressed in
the forward-looking information, such as those risks discussed in
the section entitled “Risk Factors” set forth in Immunovant’s most
recent Annual Report on Form 10-K filed with the SEC on May 22,
2023, Immunovant’s Quarterly Report on Form 10-Q filed with the SEC
on August 23, 2023, and future reports to be filed with the SEC.
These documents contain and identify important factors that could
cause the actual results for Immunovant to differ materially from
those contained in Immunovant’s forward-looking statements. Any
forward-looking statements contained in this press release speak
only as of the date hereof, and Immunovant’s specifically disclaims
any obligation to update any forward-looking statement, except as
required by law. These forward-looking statements should not be
relied upon as representing Immunovant’s views as of any date
subsequent to the date of this press release.
Contact:
Chau Cheng, PhD, MBAVice President, Investor
RelationsImmunovant, Inc.info@immunovant.com
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