Outlook Therapeutics Increases Previously Announced Bought Deal Offering of Common Stock to $35.0 Million
29 January 2021 - 3:59PM
Outlook Therapeutics, Inc. (Nasdaq: OTLK) (“Outlook Therapeutics”),
a late clinical-stage biopharmaceutical company working to develop
the first FDA-approved ophthalmic formulation of bevacizumab-vikg
for use in retinal indications, announced today that, due to
demand, the underwriter has agreed to increase the size of the
previously announced public offering and purchase on a firm
commitment basis 35,000,000 shares of common stock of Outlook
Therapeutics, at a price to the public of $1.00 per share, less
underwriting discounts and commissions. The closing of the offering
is expected to occur on or about February 2, 2021, subject to
satisfaction of customary closing conditions.
H.C. Wainwright & Co. is acting as the sole
book-running manager for the offering.
Outlook Therapeutics also has granted to the
underwriter a 30-day option to purchase up to an additional
5,250,000 shares of common stock at the public offering price, less
underwriting discounts and commissions. The gross proceeds to
Outlook Therapeutics, before deducting underwriting discounts and
commissions and offering expenses and assuming no exercise of the
underwriter's option to purchase additional common stock, are
expected to be approximately $35.0 million.
GMS Ventures and Investments, an affiliate of
Outlook Therapeutics’ largest stockholder and strategic partner,
BioLexis Pte. Ltd., has indicated an interest in purchasing
directly or through an affiliate up to $8.36 million of the shares
of common stock offered in the offering at the public offering
price per share.
Outlook Therapeutics intends to use the net
proceeds from the offering for working capital and general
corporate purposes, including in support of its ONS-5010
development program.
The shares of common stock are being offered by
Outlook Therapeutics pursuant to a registration statement on Form
S-3 (File No. 333-231922) originally filed with the Securities and
Exchange Commission (the “SEC”) on June 3, 2019 and declared
effective by the SEC on June 26, 2019. The offering of the shares
of common stock is being made only by means of a prospectus,
including a prospectus supplement, forming a part of the effective
registration statement. A preliminary prospectus supplement and
accompanying prospectus relating to, and describing the terms of,
the offering have been filed with the SEC and are available on the
SEC's website at http://www.sec.gov. A final prospectus supplement
and the accompanying prospectus related to the offering will be
filed with the SEC and upon filing may also be obtained by
contacting H.C. Wainwright & Co., LLC at 430 Park Avenue, 3rd
Floor, New York, NY 10022, by telephone at (646) 975-6996 or e-mail
at placements@hcwco.com.
In a concurrent private placement, Outlook
Therapeutics has also agreed to sell to its affiliate, Syntone
Ventures LLC (“Syntone”), 3,000,000 shares of its common stock at a
purchase price per share of $1.00, the same price paid by investors
in the public offering, for an aggregate purchase price of
approximately $3.0 million. The shares of common stock are being
offered to Syntone pursuant to the exemption from registration
provided in Section 4(a)(2) under the Securities Act and Rule 506
promulgated thereunder and are not being offered pursuant to the
prospectus supplement and the accompanying prospectus.
This press release shall not constitute an offer
to sell or a solicitation of an offer to buy these securities, nor
shall there be any sale of these securities in any state or other
jurisdiction in which such offer, solicitation or sale would be
unlawful prior to the registration or qualification under the
securities laws of any such state or other jurisdiction.
About Outlook Therapeutics, Inc.
Outlook Therapeutics is a late clinical-stage
biopharmaceutical company working to develop ONS-5010/LYTENAVA™
(bevacizumab-vikg) as the first FDA-approved ophthalmic formulation
of bevacizumab-vikg for use in retinal indications, including wet
AMD, DME and BRVO. If ONS-5010 is approved, Outlook Therapeutics
expects to commercialize it as the first and only FDA-approved
ophthalmic formulation of bevacizumab-vikg for use in treating a
range of retinal diseases in the United States, United Kingdom,
Europe, Japan, China and other markets. Outlook Therapeutics
expects to file ONS-5010 with the U.S. FDA as a new BLA under the
PHSA 351(a) regulatory pathway, initially for wet AMD. For more
information, please visit
www.outlooktherapeutics.com.Forward-Looking
Statements
This press release contains forward-looking
statements. All statements other than statements of historical
facts are “forward-looking statements,” including those relating to
future events. In some cases, you can identify forward-looking
statements by terminology such as “intend,” “will,” “potential,”
“may,” “might,” “should,” “expect,” “plan,” “anticipate,”
“project,” “believe,” “estimate,” “predict” or “continue,” the
negative of terms like these or other comparable terminology, and
other words or terms of similar meaning. These include, without
limitation, statements related to our ability to close the offering
and the use of proceeds from the offering, as well as the ability
to close the concurrent private placement to Syntone. Although
Outlook Therapeutics believes that it has a reasonable basis for
the forward-looking statements contained herein, they are based on
current expectations about future events affecting Outlook
Therapeutics and are subject to risks, uncertainties and factors
relating to its operations and business environment, all of which
are difficult to predict and many of which are beyond its control.
These risk factors include those risks detailed in Outlook
Therapeutics’ filings with the Securities and Exchange Commission.
These risks may cause actual results to differ materially from
those expressed or implied by forward-looking statements in this
press release. All forward-looking statements included in this
press release are expressly qualified in their entirety by the
foregoing cautionary statements. You are cautioned not to place
undue reliance on these forward-looking statements, which speak
only as of the date hereof. Outlook Therapeutics does not undertake
any obligation to update, amend or clarify these forward-looking
statements whether as a result of new information, future events or
otherwise, except as may be required under applicable securities
law.
CONTACTS:Media
Inquiries:Harriet UllmanAssistant Vice
PresidentLaVoieHealthScienceT:
617-669-3082hullman@lavoiehealthscience.com Investor
Inquiries:Jenene ThomasChief Executive OfficerJTC Team,
LLCT: 833.475.8247 OTLK@jtcir.com
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