NewAmsterdam Pharma Announces Commencement of Public Offering of Ordinary Shares and Pre-Funded Warrants
February 13 2024 - 3:01PM
NewAmsterdam Pharma Company N.V. (Nasdaq: NAMS; “NewAmsterdam” or
the “Company”), a late-stage, clinical biopharmaceutical company
developing oral, non-statin medicines for patients at risk of
cardiovascular disease with elevated low-density lipoprotein
cholesterol (“LDL-C”), for whom existing therapies are not
sufficiently effective or well-tolerated, today announced the
commencement of an underwritten public offering of the Company’s
ordinary shares, with a nominal value of €0.12 per share (“Ordinary
Shares,”) and, to certain investors that so choose in lieu of
Ordinary Shares, pre-funded warrants to purchase Ordinary Shares
(“Pre-Funded Warrants,” such offering, the “Offering”). All
Ordinary Shares and Pre-Funded Warrants to be sold in the proposed
Offering will be sold by the Company. In addition, the Company
expects to grant the underwriters a 30-day option to purchase a
number of additional shares not to exceed 15% of the securities
sold in the proposed Offering. The proposed Offering is subject to
market and other conditions and there can be no assurance as to
whether or when the proposed Offering may be completed, or as to
the actual size or terms of the proposed Offering.
Jefferies, Leerink Partners, Piper Sandler, and RBC Capital
Markets are acting as joint book-running managers for the proposed
Offering.
The proposed Offering will be made pursuant to a registration
statement on Form F-3, including a base prospectus, that was
initially declared effective by the U.S. Securities and Exchange
Commission (the “SEC”) on December 19, 2023. The proposed Offering
will be made only by means of a preliminary prospectus supplement
and an accompanying prospectus, which will be filed with the SEC
and will be available on the SEC’s website located at www.sec.gov.
A copy of the preliminary prospectus supplement and the
accompanying prospectus, when available, may also be obtained from:
Jefferies LLC, Attention: Equity Syndicate Prospectus Department,
520 Madison Avenue, New York, NY 10022, or by telephone at (877)
821-7388, or by email at Prospectus_Department@Jefferies.com;
Leerink Partners LLC, Attention: Syndicate Department, 53 State
Street, 40th Floor, Boston, MA 02109, or by telephone at (800)
808-7525, ext. 6105, or by email at syndicate@leerink.com; Piper
Sandler & Co., Attention: Prospectus Department, 800 Nicollet
Mall, J12S03, Minneapolis, MN 55402, or by telephone at (800)
747-3924, or by email at prospectus@psc.com; or RBC Capital
Markets, LLC, Attention: Equity Capital Markets, 200 Vesey Street,
8th Floor, New York, NY 10281, or by telephone at (877) 822-4089,
or by email at equityprospectus@rbccm.com.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy any 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 securities laws of any such
state or jurisdiction.
About NewAmsterdam
NewAmsterdam (Nasdaq: NAMS) is a late-stage biopharmaceutical
company whose mission is to improve patient care in populations
with metabolic diseases where currently approved therapies have not
been sufficiently successful or well-tolerated. The Company seeks
to fulfill a significant unmet need for a safe, well-tolerated and
convenient LDL-lowering therapy. In multiple Phase 3 clinical
trials, NewAmsterdam is investigating obicetrapib, an oral,
low-dose and once-daily CETP inhibitor, alone or as a fixed-dose
combination with ezetimibe, as preferred LDL-C lowering therapies
to be used as an adjunct to statin therapy for patients at risk of
CVD with elevated LDL-C, for whom existing therapies are not
sufficiently effective or well-tolerated.
Forward-Looking Statements
Certain statements included in this document that are not
historical facts are forward-looking statements for purposes of the
safe harbor provisions under the United States Private Securities
Litigation Reform Act of 1995. Forward-looking statements generally
are accompanied by words such as “believe,” “may,” “will,”
“estimate,” “continue,” “anticipate,” “intend,” “expect,” “should,”
“would,” “plan,” “predict,” “potential,” “seem,” “seek,” “future,”
“outlook” and similar expressions that predict or indicate future
events or trends or that are not statements of historical matters.
These forward-looking statements include, but are not limited to,
statements regarding the consummation of the proposed Offering as
well as the timing and size of the proposed Offering and the grant
to the underwriters of the option to purchase additional Ordinary
Shares. These statements are based on various assumptions, whether
or not identified in this document, and on the current expectations
of the Company’s management and are not predictions of actual
performance. These forward-looking statements are provided for
illustrative purposes only and are not intended to serve as and
must not be relied on as a guarantee, an assurance, a prediction,
or a definitive statement of fact or probability. Actual events and
circumstances are difficult or impossible to predict and may differ
from assumptions. Many actual events and circumstances are beyond
the control of the Company. These forward-looking statements are
subject to a number of risks and uncertainties, including changes
in domestic and foreign business, market, financial, political, and
legal conditions; risks relating to the uncertainty of the
projected financial information with respect to the Company; risks
related to the approval of the Company’s product candidate and the
timing of expected regulatory and business milestones; ability to
negotiate definitive contractual arrangements with potential
customers; the impact of competitive product candidates; ability to
obtain sufficient supply of materials; global economic and
political conditions, including the Russia-Ukraine and Israel-Hamas
conflicts; the effects of competition on the Company’s future
business; and those factors described in the Company’s public
filings with the SEC. Additional risks related to the Company’s
business include, but are not limited to: uncertainty regarding
outcomes of the Company’s ongoing clinical trials, particularly as
they relate to regulatory review and potential approval for its
product candidate; risks associated with the Company’s efforts to
commercialize a product candidate; the Company’s ability to
negotiate and enter into definitive agreements on favorable terms,
if at all; the impact of competing product candidates on the
Company’s business; intellectual property related claims; the
Company’s ability to attract and retain qualified personnel;
ability to continue to source the raw materials for its product
candidate. If any of these risks materialize or the Company’s
assumptions prove incorrect, actual results could differ materially
from the results implied by these forward-looking statements. There
may be additional risks that the Company does not presently know or
that the Company currently believes are immaterial that could also
cause actual results to differ from those contained in the
forward-looking statements. In addition, forward-looking statements
reflect the Company’s expectations, plans, or forecasts of future
events and views as of the date of this document and are qualified
in their entirety by reference to the cautionary statements herein.
The Company anticipates that subsequent events and developments may
cause the Company’s assessments to change. These forward-looking
statements should not be relied upon as representing the Company’s
assessment as of any date subsequent to the date of this
communication. Accordingly, undue reliance should not be placed
upon the forward-looking statements. Neither the Company nor any of
its affiliates undertakes any obligation to update these
forward-looking statements, except as may be required by law.
Stern Investor Relations on behalf of
NewAmsterdamHannah DeresiewiczP: 1
212-362-1200hannah.deresiewicz@sternir.com
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