Summit Therapeutics Inc. (NASDAQ: SMMT) (“Summit” or the “Company”)
today announced that the Company’s Board of Directors has approved
a rights offering available to all holders of record of the
Company’s common stock, par value $0.01 (the “Common Stock”) as of
the close of the market on February 4, 2022 (the “Record Date”).
The Company intends to distribute to all holders of Common Stock as
of the Record Date non-transferable subscription rights to purchase
shares of Common Stock at a price per share equal to the lesser of
(i) $2.06 per share, the closing price of the Common Stock on
January 21, 2022, or (ii) the volume weighted-average price of the
Common Stock for the ten consecutive trading days through and
including the expiration date of the offering, currently
contemplated to be March 2, 2022. Assuming that the rights offering
is fully subscribed, the Company will receive gross proceeds of up
to $100 million, less expenses related to the rights offering.
The rights offering will include an
over-subscription right to permit each rights holder that exercises
its basic subscription rights in full to purchase additional shares
of Common Stock that remain unsubscribed at the expiration of the
offering. The availability of the over-subscription right will be
subject to certain terms and conditions to be set forth in the
offering documents.
Robert W. Duggan, Chairman, Chief Executive
Officer, and the beneficial owner of approximately 70% of Summit’s
outstanding Common Stock prior to this rights offering, and Dr.
Maky Zanganeh, Chief Operating Officer, a member of the Board of
Directors, and the beneficial owner of approximately 6.5% of the
Company’s outstanding Common Stock prior to this rights offering,
have each indicated that they intend to participate in the rights
offering, but have not indicated a minimum level of participation
or made any formal binding commitment to participate.
The Company intends to register the rights
offering with the Securities and Exchange Commission (the “SEC”) by
filing a prospectus supplement to the Company’s effective shelf
registration statement on Form S-3. When available, a copy of the
prospectus supplement may be obtained at the website maintained by
the SEC at www.sec.gov.
This press release does not constitute an offer
to sell or the solicitation of an offer to buy these securities,
nor will 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 registration or qualification under the
securities laws of any such state or jurisdiction. The rights
offering will be made pursuant to the Company’s shelf registration
statement on Form S-3, which became effective on October 15, 2020,
and a prospectus supplement containing the detailed terms of the
rights offering to be filed with the SEC. Any offer will be made
only by means of a prospectus forming part of the registration
statement.
About Summit TherapeuticsThe overriding
objective of Summit Therapeutics is to create value for patients,
hospital caregivers, community-based healthcare providers, and
healthcare payers around the world, in addition to our highly
valued stakeholders and shareholders. We intend to create value by
developing drugs with high therapeutic efficacy – intending to cure
the cause and related effects of the patient's condition in need
with minimal patient trauma over time. Summit Therapeutics,
supported by BARDA, CARB-X, and Wellcome Trust funding, intends to
be the leader in patient-friendly and paradigm-shifting treatments
for significant unmet medical needs, including infectious diseases.
Our new era, novel mechanism pipeline product candidates are
designed with the goal to become the patient-friendly, new-era
standard of care, and are designed to work in harmony with the
human microbiome. Currently, Summit’s lead product candidate,
ridinilazole, is a novel, first-in-class drug engaged in a global
Phase III trial program. Commercialization of ridinilazole is
subject to regulatory approvals. SMT-738, the second candidate
within Summit’s portfolio, is currently in the IND-enabling phase
for the treatment of multidrug resistant infections, specifically
those caused by carbapenem-resistant Enterobacteriaceae (CRE).
For more information, please visit
https://www.summittxinc.com and follow us on Twitter
@summitplc.
Contact Summit Investor Relations:
Dave GancarzHead of Stakeholder Relations &
Corporate Strategydavid.gancarz@summitplc.com
General Inquiries:
investors@summitplc.com
Summit Forward-looking Statements
Any statements in this press release about the
Company’s future expectations, plans and prospects, including but
not limited to, statements about the clinical and preclinical
development of the Company’s product candidates, the therapeutic
potential of the Company’s product candidates, the potential
commercialization of the Company’s product candidates, the timing
of initiation, completion and availability of data from clinical
trials, the potential submission of applications for marketing
approvals, the impact of the COVID-19 pandemic on the Company’s
operations and clinical trials and other statements containing the
words "anticipate," "believe," "continue," "could," "estimate,"
"expect," "intend," "may," "plan," "potential," "predict,"
"project," "should," "target," "would," and similar expressions,
constitute forward-looking statements within the meaning of The
Private Securities Litigation Reform Act of 1995. Actual results
may differ materially from those indicated by such forward-looking
statements as a result of various important factors, including the
results of our evaluation of the underlying data in connection with
the topline results of our Phase III Ri-CoDIFy study evaluating
ridinilazole, the outcome of discussions with regulatory
authorities, including the Food and Drug Administration, the
uncertainties inherent in the initiation of future clinical trials,
availability and timing of data from ongoing and future clinical
trials and the results of such trials, global public health crises,
including the coronavirus COVID-19 outbreak, that may affect timing
and status of our clinical trials and operations, whether
preliminary results from a clinical trial will be predictive of the
final results of that trial or whether results of early clinical
trials or preclinical studies will be indicative of the results of
later clinical trials, expectations for regulatory approvals, laws
and regulations affecting government contracts and funding awards,
availability of funding sufficient for the Company’s foreseeable
and unforeseeable operating expenses and capital expenditure
requirements and other factors discussed in the "Risk Factors"
section of filings that the Company makes with the Securities and
Exchange Commission. Any change to our ongoing trials could cause
delays, affect our future expenses, and add uncertainty to our
commercialization efforts, as well as to affect the likelihood of
the successful completion of clinical development of ridinilazole.
Accordingly, readers should not place undue reliance on
forward-looking statements or information. In addition, any
forward-looking statements included in this press release represent
the Company’s views only as of the date of this release and should
not be relied upon as representing the Company’s views as of any
subsequent date. The Company specifically disclaims any obligation
to update any forward-looking statements included in this press
release.
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