TARRYTOWN, N.Y., May 25, 2020 /PRNewswire/ -- Regeneron
Pharmaceuticals, Inc. (NASDAQ: REGN) today announced the
commencement of an underwritten public secondary offering of its
common stock through which Sanofi (NASDAQ: SNY) intends to exit its
investment in Regeneron shares. The shares being offered by Sanofi
will be sold in an underwritten public offering. Sanofi currently
owns approximately 23.2 million Regeneron shares and intends to
sell approximately 12.8 million shares in the public
offering.1 Sanofi also expects to grant the underwriters
a 30-day option to purchase an additional 10% of the
shares offered in the base offering. The registered offering and
share repurchase will have no impact on the ongoing collaboration
between Regeneron and Sanofi.
Regeneron also announced today that subject to and immediately
following the close of the secondary offering, Regeneron agreed to
repurchase approximately $5 billion
of common stock directly from Sanofi. The purchase price to be paid
by Regeneron will be equal to the net offering price per share
after deducting any underwriters' discount and commission.
Regeneron will fund the purchase with a combination of $3.5 billion of cash on hand and $1.5 billion of fully-committed bridge financing
from Goldman Sachs Bank USA.
Following the offering and Regeneron's $5 billion share
repurchase, and assuming that the underwriters exercise their
option to purchase additional shares in full, Sanofi will have
disposed of all of its shares, other than 400,000 shares it intends
to retain. Regeneron will not receive any of the proceeds from the
sale of shares in this offering. The offering will occur
simultaneously in the United
States and internationally through underwriters led by BofA
Securities and Goldman Sachs as joint book-running
managers.
Regeneron has filed a registration statement (including a
prospectus) with the SEC for the offering. Before you invest, you
should read the prospectus in that registration statement and other
documents Regeneron has filed and will file with the SEC, including
the preliminary prospectus supplement to be filed by Regeneron with
the SEC, for more complete information about Regeneron and this
offering. You may get these documents for free by visiting EDGAR on
the SEC website at www.sec.gov. Alternatively, any underwriter or
any dealer participating in the offering will arrange to send you
the prospectus and the preliminary prospectus supplement, when
available, if you request them by contacting BofA Securities,
NC1-004-03-43, 200 North College Street, 3rd Floor, Charlotte, NC 28255-0001, Attention:
Prospectus Department or by email at
dg.prospectus_requests@bofa.com; or Goldman Sachs & Co. LLC,
Attention: Prospectus Department, 200 West Street, New York, New York 10282, via telephone:
1-866-471-2526, or via email: prospectus-ny@ny.email.gs.com.
This announcement shall not constitute an offer to sell or
the solicitation of any offer to buy, nor shall there be any sale
of these securities in any state or jurisdiction in which such
offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of any such state or
jurisdiction.
About Regeneron Pharmaceuticals, Inc.
Regeneron is a
leading biotechnology company that invents life-transforming
medicines for people with serious diseases. Founded and led for
over 30 years by physician-scientists, Regeneron's unique ability
to repeatedly and consistently translate science into medicine has
led to seven FDA-approved treatments and numerous product
candidates in development, all of which were homegrown in
Regeneron's laboratories. Regeneron's medicines and pipeline are
designed to help patients with eye diseases, allergic and
inflammatory diseases, cancer, cardiovascular and metabolic
diseases, pain, infectious diseases, and rare diseases.
Regeneron is accelerating and improving the traditional drug
development process through its proprietary
VelociSuite® technologies, such as
VelocImmune®, which uses unique
genetically-humanized mice to produce optimized fully-human
antibodies and bispecific antibodies, and through ambitious
research initiatives such as the Regeneron Genetics
Center®, which is conducting one of the largest genetics
sequencing efforts in the world.
Forward-Looking Statements
This press release includes forward-looking statements that
involve risks and uncertainties relating to the completion, timing,
and terms of the described transactions, including the offering,
the repurchase of Sanofi's shares, and the debt financing described
herein, and actual events or results may differ materially from
these forward-looking statements. Words such as "anticipate,"
"expect," "intend," "plan," "believe," "seek," "estimate,"
variations of such words, and similar expressions are intended to
identify such forward-looking statements, although not all
forward-looking statements contain these identifying words. Risks
that may cause these forward-looking statements to be inaccurate
include, among others: (i) whether we will be able to consummate
the described transactions, (ii) the satisfaction of customary
closing conditions with respect to the described transactions,
(iii) prevailing market conditions, and (iv) the impact of general
economic, industry, or political conditions in the United States or internationally,
including as a result of, among other risks and uncertainties, the
impact of SARS-CoV-2 (the virus that has caused the COVID-19
pandemic) on Regeneron's business and its employees, collaborators,
suppliers, and other third parties on which Regeneron relies,
Regeneron's and its collaborators' ability to continue to conduct
research and clinical programs, Regeneron's ability to manage its
supply chain, net product sales of products marketed by Regeneron
and/or its collaborators (collectively, "Regeneron's Products"),
and the global economy; the impact of the transactions discussed in
this press release on Regeneron's business and financial condition;
the nature, timing, and possible success and therapeutic
applications of Regeneron's Products and Regeneron's product
candidates and research and clinical programs now underway or
planned, including without limitation EYLEA®
(aflibercept) Injection, Dupixent® (dupilumab),
Libtayo® (cemiplimab), Praluent®
(alirocumab), Kevzara® (sarilumab), fasinumab,
evinacumab, REGN-EB3, garetosmab, pozelimab, Regeneron's oncology
programs (including its costimulatory bispecific portfolio),
Regeneron's COVID-19 antibody program and other earlier-stage
programs, and the use of human genetics in Regeneron's research
programs; the likelihood and timing of achieving any of our
anticipated development milestones; unforeseen safety issues
resulting from the administration of Regeneron's Products and
product candidates in patients, including serious complications or
side effects in connection with the use of Regeneron's Products and
product candidates in clinical trials; the likelihood and timing of
possible regulatory approval and commercial launch of Regeneron's
late-stage product candidates and new indications for Regeneron's
Products, including without limitation EYLEA, Dupixent, Libtayo,
Praluent, Kevzara, fasinumab, evinacumab, garetosmab, pozelimab,
REGN1979, and REGN-EB3; the extent to which the results from the
research and development programs conducted by Regeneron or its
collaborators may be replicated in other studies and lead to
therapeutic applications; ongoing regulatory obligations and
oversight impacting Regeneron's Products (such as EYLEA, Dupixent,
Libtayo, Praluent, and Kevzara), research and clinical programs,
and business, including those relating to patient privacy;
determinations by regulatory and administrative governmental
authorities which may delay or restrict Regeneron's ability to
continue to develop or commercialize Regeneron's Products and
product candidates; competing drugs and product candidates that may
be superior to Regeneron's Products and product candidates;
uncertainty of market acceptance and commercial success of
Regeneron's Products and product candidates and the impact of
studies (whether conducted by Regeneron or others and whether
mandated or voluntary), on the commercial success of Regeneron's
Products and product candidates; the ability of Regeneron to
manufacture and manage supply chains for multiple products and
product candidates; the ability of Regeneron's collaborators,
suppliers, or other third parties (as applicable) to perform
manufacturing, filling, finishing, packaging, labeling,
distribution, and other steps related to Regeneron's Products and
product candidates; coverage and reimbursement determinations by
third-party payors, including Medicare and Medicaid; unanticipated
expenses; the costs of developing, producing, and selling products;
the ability of Regeneron to meet any of its financial projections
or guidance and changes to the assumptions underlying those
projections or guidance; the potential for any license or
collaboration agreement, including Regeneron's agreements with
Sanofi, Bayer, and Teva Pharmaceutical Industries Ltd. (or their
respective affiliated companies, as applicable), to be cancelled or
terminated without any further product success; and risks
associated with intellectual property of other parties and pending
or future litigation relating thereto (including without limitation
the patent litigation and other related proceedings relating to
Dupixent and Praluent), other litigation and other proceedings and
government investigations relating to the Company and/or its
operations, the ultimate outcome of any such proceedings and
investigations, and the impact any of the foregoing may have on
Regeneron's business, prospects, operating results, and financial
condition. A more complete description of these and other material
risks can be found in Regeneron's filings with the U.S. Securities
and Exchange Commission, including its Form 10-K for the fiscal
year ended December 31, 2019 and its
Form 10-Q for the quarterly period ended March 31, 2020. Any forward-looking statements
are made based on management's current beliefs and judgment, and
the reader is cautioned not to rely on any forward-looking
statements made by Regeneron. Regeneron does not undertake any
obligation to update publicly any forward-looking statement,
including without limitation any financial projection or guidance,
whether as a result of new information, future events, or
otherwise.
Regeneron
Contacts:
Media
Relations
Hala Mirza
Tel: +1 (914)
847-3422
Hala.Mirza@regeneron.com
|
Investor
Relations
Justin
Holko
Tel: +1 (914)
847-7786
Justin.Holko@regeneron.com
|
1 Based on the Friday May
22, 2020 closing price of $569.91.
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SOURCE Regeneron Pharmaceuticals, Inc.