Adaptimmune Therapeutics plc Prices Public Offering of American Depositary Shares
June 01 2020 - 8:39PM
Adaptimmune Therapeutics plc (“Adaptimmune”)(Nasdaq: ADAP), a
leader in cell therapy to treat cancer, today announced the pricing
of an underwritten public offering of 20,500,000 of its American
Depositary Shares (“ADSs”) at a price to the public of $11.00 per
ADS. In connection with the offering, Adaptimmune has granted the
underwriters a 30-day option to purchase up to an additional
3,075,000 ADSs at the public offering price. The gross offering
size for this offering is expected to be $225.5 million, excluding
any exercise of the underwriters’ option to purchase additional
ADSs. All ADSs in this offering are being sold by Adaptimmune with
net proceeds to be used to advance the development of Adaptimmune’s
immunotherapies into and through clinical trials as well as for
other general corporate purposes. This offering is expected to
close on or about June 4, 2020, subject to customary closing
conditions.
Cowen and SVB Leerink are acting as joint book-running managers
for the offering and Roth Capital Partners is acting as lead
manager for the offering.
A shelf registration statement on Form S-3 relating to the
public offering of the ADSs described above was declared effective
by the Securities and Exchange Commission (“SEC”) on September 10,
2019. The offering was 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 web site at www.sec.gov. Copies of
the final prospectus supplement and accompanying prospectus
relating to these securities may also be obtained by sending a
request to: Cowen and Company, LLC, c/o Broadridge Financial
Solutions, 1155 Long Island Avenue, Edgewood, NY, 11717, Attn:
Prospectus Department, by email at
PostSaleManualRequests@broadridge.com or by telephone at (833)
297-2926; or SVB Leerink LLC, Attention: Syndicate Department, One
Federal Street, 37th Floor, Boston, MA 02110, by telephone at (800)
808-7525, ext. 6218, or by emailing syndicate@svbleerink.com.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy any of these securities, nor will
there be any sale of these securities in any state or other
jurisdiction in which such offer, solicitation or sale is not
permitted.
For readers in the European Economic Area and the United
KingdomIn any EEA Member State and the United Kingdom
(each, a “Relevant State”), this communication is only addressed to
and directed at qualified investors in that Relevant State within
the meaning of the Prospectus Regulation. The term “Prospectus
Regulation” means Regulation (EU) 2017/1129.
For readers in the United KingdomThis
communication, in so far as it constitutes an invitation or
inducement to enter into investment activity (within the meaning of
s21 Financial Services and Markets Act 2000 as amended) in
connection with the securities which are the subject of the
offering described in this press release or otherwise, is being
directed only at (i) persons who are outside the United Kingdom;
(ii) persons who have professional experience in matters relating
to investments who fall within Article 19(5) (Investment
professionals) of the Financial Services and Markets Act 2000
(Financial Promotion) Order 2005 (the “Order”); (iii) certain high
net worth companies and persons who fall within Article 49(2)(a) to
(d) (High net worth companies, unincorporated associations etc) of
the Order; and/or (iv) any other person to whom it may lawfully be
communicated (all such persons in (i) to (iv) together being
referred to as “relevant persons”). The ADSs are only available to,
and any invitation, offer or agreement to subscribe, purchase or
otherwise acquire such ADSs will be engaged in only with, relevant
persons. Any person who is not a relevant person should not act or
rely on this communication or any of its contents.
About AdaptimmuneAdaptimmune is a
clinical-stage biopharmaceutical company focused on the development
of novel cancer immunotherapy products for people with cancer. The
Company’s unique SPEAR® (Specific Peptide Enhanced Affinity
Receptor) T-cell platform enables the engineering of T-cells to
target and destroy cancer across multiple solid tumors.
Forward-Looking Statements
This release contains “forward-looking statements” within the
meaning of the Private Securities Litigation Reform Act of 1995
(PSLRA). These forward-looking statements involve certain risks and
uncertainties. Such risks and uncertainties could cause our actual
results to differ materially from those indicated by such
forward-looking statements, and include, without limitation: the
success, cost and timing of our product development activities and
clinical trials and our ability to successfully advance our TCR
therapeutic candidates through the regulatory and commercialization
processes. For a further description of the risks and uncertainties
that could cause our actual results to differ materially from those
expressed in these forward-looking statements, as well as risks
relating to our business in general, we refer you to our Quarterly
Report on Form 10-Q filed with the SEC on May 14, 2020, and our
other SEC filings. The forward-looking statements contained in this
press release speak only as of the date the statements were made
and we do not undertake any obligation to update such
forward-looking statements to reflect subsequent events or
circumstances.
Media Relations:
Sébastien Desprez — VP, Communications and Investor RelationsT:
+44 1235 430 583M: +44 7718 453
176Sebastien.Desprez@adaptimmune.com
Investor Relations:
Juli P. Miller, Ph.D. — Senior Director, Investor RelationsT: +1
215 825 9310M: +1 215 460 8920Juli.Miller@adaptimmune.com
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