ROCKVILLE, Md., March 6,
2024 /PRNewswire/ -- REGENXBIO Inc. (Nasdaq: RGNX) a
leading clinical-stage biotechnology company seeking to improve
lives through the curative potential of gene therapy, today
announced the pricing of an underwritten upsized public offering of
4,565,260 shares of its common stock at the price
of $23.00 per share and 1,521,740 pre-funded warrants at
a price of $22.9999 per warrant, in
each case before underwriting discounts and commissions. The gross
proceeds to REGENXBIO from the offering, before deducting
the underwriting discounts and commissions and other offering
expenses payable by REGENXBIO, are expected to be
approximately $140.0 million. This offering is expected to
close on March 11, 2024, subject to customary closing
conditions. In addition, REGENXBIO has granted the
underwriters a 30-day option to purchase an additional 913,050
shares of common stock at the public offering price, less
underwriting discounts and commissions.
Morgan Stanley, Goldman Sachs & Co. LLC, Barclays and Stifel
are acting as joint book-running managers of the offering.
The securities described above are being offered by REGENXBIO
pursuant to a shelf registration statement on Form S-3 that was
filed with the Securities and Exchange Commission (the "SEC") on
December 30, 2022 (File No.
333-269086) and became automatically effective upon filing. A
preliminary prospectus supplement relating to and describing the
terms of the offering was filed with the SEC and is available on
the SEC's website at www.sec.gov. Copies of the preliminary
prospectus supplement and the accompanying prospectus relating to
this offering, when available, may be obtained from: Morgan Stanley
& Co. LLC, Attention: Prospectus Department, 180 Varick Street,
2nd Floor, New York, NY 10014, or
by email at prospectus@morganstanley.com; Goldman Sachs &
Co. LLC, Attention: Prospectus Department, 200 West
Street, New York, NY 10282, by phone at (866) 471-2526,
or by email at prospectus-ny@ny.email.gs.com; Barclays Capital
Inc., c/o Broadridge Financial Solutions, at 1155 Long Island
Avenue, Edgewood, New York 11717
or by email at barclaysprospectus@broadridge.com; or Stifel,
Nicolaus & Company, Incorporated, Attention: Prospectus
Department, One Montgomery Street,
Suite 3700, San Francisco, CA
94104, by telephone at (415) 364-2720 or by email
at syndprospectus@stifel.com. The final terms of the offering
will be disclosed in a final prospectus supplement to be filed with
the SEC.
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy any of these securities, 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 applicable securities
laws of such state or jurisdiction.
ABOUT REGENXBIO Inc.
REGENXBIO is a leading clinical-stage biotechnology company
seeking to improve lives through the curative potential of gene
therapy. Since its founding in 2009, REGENXBIO has pioneered the
development of AAV Therapeutics, an innovative class of gene
therapy medicines. REGENXBIO is advancing a pipeline of AAV
Therapeutics for retinal and rare diseases, including ABBV-RGX-314
for the treatment of wet AMD and diabetic retinopathy, being
developed in collaboration with AbbVie, RGX-202 for the treatment
of Duchenne and RGX-121 for the treatment of MPS II. Thousands of
patients have been treated with REGENXBIO's AAV Therapeutic
platform, including Novartis' ZOLGENSMA for children with spinal
muscular atrophy. Designed to be one-time treatments, AAV
Therapeutics have the potential to change the way healthcare is
delivered for millions of people.
FORWARD-LOOKING STATEMENTS
This press release includes "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. These statements express a belief, expectation or
intention and are generally accompanied by words that convey
projected future events or outcomes such as "believe," "may,"
"will," "estimate," "continue," "anticipate," "assume," "design,"
"intend," "expect," "could," "plan," "potential," "predict,"
"seek," "should," "would" or by variations of such words or by
similar expressions. The forward-looking statements include
statements relating to, among other things, statements regarding
the timing and success of the proposed offering and whether
REGENXBIO will be able to raise capital through the sale of shares
of common stock and pre-funded warrants in the offering. REGENXBIO
has based these forward-looking statements on its current
expectations and assumptions and analyses made by REGENXBIO in
light of its experience and its perception of historical trends,
current conditions and expected future developments, as well as
other factors REGENXBIO believes are appropriate under the
circumstances. However, whether actual results and developments
will conform with REGENXBIO's expectations and predictions is
subject to a number of risks and uncertainties, including the
timing of enrollment, commencement and completion and the success
of clinical trials conducted by REGENXBIO, its licensees and its
partners, the timing of commencement and completion and the success
of preclinical studies conducted by REGENXBIO and its development
partners, the timely development and launch of new products, the
ability to obtain and maintain regulatory approval of product
candidates, the ability to obtain and maintain intellectual
property protection for product candidates and technology, trends
and challenges in the business and markets in which REGENXBIO
operates, the size and growth of potential markets for product
candidates and the ability to serve those markets, the rate and
degree of acceptance of product candidates, and other factors, many
of which are beyond the control of REGENXBIO. Refer to the "Risk
Factors" and "Management's Discussion and Analysis of Financial
Condition and Results of Operations" sections of REGENXBIO's Annual
Report on Form 10-K for the year ended December 31, 2023, and comparable "risk factors"
sections of REGENXBIO's Quarterly Reports on Form 10-Q and other
filings, which have been filed with the U.S. Securities and
Exchange Commission (SEC) and are available on the SEC's website at
www.sec.gov. All of the forward-looking statements made in this
press release are expressly qualified by the cautionary statements
contained or referred to herein. The actual results or developments
anticipated may not be realized or, even if substantially realized,
they may not have the expected consequences to or effects on
REGENXBIO or its businesses or operations. Such statements are not
guarantees of future performance and actual results or developments
may differ materially from those projected in the forward-looking
statements. Readers are cautioned not to rely too heavily on the
forward-looking statements contained in this press release. These
forward-looking statements speak only as of the date of this press
release. Except as required by law, REGENXBIO does not undertake
any obligation, and specifically declines any obligation, to update
or revise any forward-looking statements, whether as a result of
new information, future events or otherwise.
Zolgensma® is a registered trademark of Novartis Gene
Therapies. All other trademarks referenced herein are registered
trademarks of REGENXBIO.
CONTACTS:
Dana Cormack
Corporate Communications
Dcormack@regenxbio.com
Chris Brinzey, ICR Westwicke
339-970-2843
Chris.Brinzey@westwicke.com
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