PureTech Health plc (NASDAQ: PRTC, LSE: PRTC) (“PureTech” or the
“Company”), a clinical-stage biotherapeutics company dedicated to
discovering, developing and commercializing highly differentiated
medicines for devastating diseases, is pleased to note that its
Founded Entity, Karuna Therapeutics, Inc. (NASDAQ: KRTX)
(“Karuna”), announced the pricing of an underwritten public
offering of 2,083,334 shares of its common stock at a public
offering price of $120.00 per share. The gross proceeds to Karuna
from the offering, before deducting the underwriting discounts and
commissions and other estimated offering expenses, are expected to
be approximately $250.0 million. In addition, Karuna has granted
the underwriters a 30-day option to purchase up to an additional
312,500 shares of common stock. The offering is expected to close
on or about March 4, 2021, subject to customary closing conditions.
All the shares in the proposed offering are to be sold by
Karuna.
Goldman Sachs & Co. LLC and J.P. Morgan are acting as joint
book-running managers for the offering. Stifel is also acting as a
book-running manager. JMP Securities and Wedbush PacGrow are acting
as co-managers for the offering.
The shares are being offered by Karuna pursuant to an effective
shelf registration statement that was previously filed with the
Securities and Exchange Commission.
The full text of the announcement from Karuna is as follows:
Karuna
Therapeutics Announces Pricing of Public Offering of Common
Stock
BOSTON, March 1, 2021 – Karuna Therapeutics, Inc.
(NASDAQ: KRTX) (“Karuna”), a clinical-stage biopharmaceutical
company driven to create and deliver transformative medicines for
people living with psychiatric and neurological conditions, today
announced the pricing of an underwritten public offering of
2,083,334 shares of its common stock at a public offering price of
$120.00 per share. The gross proceeds to Karuna from the offering,
before deducting the underwriting discounts and commissions and
other estimated offering expenses, are expected to be approximately
$250.0 million. In addition, Karuna has granted the underwriters a
30-day option to purchase up to an additional 312,500 shares of
common stock. The offering is expected to close on or about March
4, 2021, subject to customary closing conditions. All the shares in
the proposed offering are to be sold by Karuna.
Goldman Sachs & Co. LLC and J.P. Morgan are acting as joint
book-running managers for the offering. Stifel is also acting as a
book-running manager. JMP Securities and Wedbush PacGrow are acting
as co-managers for the offering.
The shares are being offered by Karuna pursuant to an effective
shelf registration statement that was previously filed with the
Securities and Exchange Commission (SEC). The offering is being
made only by means of a written prospectus and prospectus
supplement that form a part of the registration statement. A
preliminary prospectus supplement relating to and describing the
terms of the offering has been filed with the SEC and is available
on the SEC’s website at www.sec.gov.
When available, copies of the final prospectus supplement
relating to these securities may also be obtained from the offices
of Goldman Sachs & Co. LLC, Attention: Prospectus Department,
200 West Street, New York, NY 10282, or by telephone at (866)
471-2526, or by email at prospectus-ny@ny.email.gs.com; or J.P.
Morgan Securities LLC, Attention: Broadridge Financial Solutions,
1155 Long Island Avenue, Edgewood, NY 11717, or by telephone at
(866) 803-9204, or by email at prospectus-eq_fi@jpmchase.com.
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 offer or sale of these securities in any state or
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 jurisdiction.
About Karuna Therapeutics
Karuna Therapeutics is a clinical-stage biopharmaceutical
company driven to create and deliver transformative medicines for
people living with psychiatric and neurological conditions.
Forward Looking Statements
This press release contains forward looking statements within
the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended, including among other things, the timing and completion of
the public offering, and other statements identified by words such
as “could,” “expects,” “intends,” “may,” “plans,” “potential,”
“should,” “will,” “would,” or similar expressions and the negatives
of those terms. Forward-looking statements are not promises or
guarantees of future performance, and are subject to a variety of
risks and uncertainties, many of which are beyond our control.
Actual results could differ materially from those anticipated in
such forward-looking statements as a result of various risks and
uncertainties, which include, without limitation, market risks and
the satisfaction of customary closing conditions for an offering of
securities. These and other risks are described under the heading
“Risk Factors” in Karuna’s most recent Annual Report on Form 10-K
filed with the SEC and in other filings that Karuna makes with the
SEC. Karuna’s actual results could differ materially from the
results described in or implied by such forward-looking statements.
Forward-looking statements speak only as of the date hereof, and,
except as required by law, Karuna undertakes no obligation to
update or revise these forward-looking statements.
Cautionary Note Regarding Forward-Looking Statements
This press release contains statements that are or may be
forward-looking statements, including statements that relate to our
product candidates and approach towards addressing major diseases
and the timing and completion of the public offering by our Founded
Entity Karuna Therapeutics, Inc.. The forward-looking statements
are based on current expectations and are subject to known and
unknown risks and uncertainties that could cause actual results,
performance and achievements to differ materially from current
expectations, including, but not limited to, expectations regarding
the timing and completion of Karuna’s public offering and those
risks and uncertainties described in the risk factors included in
the regulatory filings for PureTech Health plc. These
forward-looking statements are based on assumptions regarding the
present and future business strategies of the company and the
environment in which it will operate in the future. Each
forward-looking statement speaks only as at the date of this press
release. Except as required by law and regulatory requirements,
neither the company nor any other party intends to update or revise
these forward-looking statements, whether as a result of new
information, future events or otherwise.
THIS ANNOUNCEMENT IS NOT FOR RELEASE, PUBLICATION OR
DISTRIBUTION IN WHOLE OR IN PART IN INTO OR FROM ANY JURISDICTION
WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR
REGULATIONS OF THAT JURISDICTION.
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version on businesswire.com: https://www.businesswire.com/news/home/20210302005675/en/
Investors Allison Mead Talbot +1 617 651 3156
amt@puretechhealth.com
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