OLDWICK, N.J., Sept. 18, 2019 /PRNewswire/ -- Provention Bio,
Inc., (Nasdaq: PRVB), a clinical-stage biopharmaceutical company
dedicated to intercepting and preventing immune-mediated diseases,
today announced the pricing of its previously announced
underwritten registered public offering of 5,000,000 shares of its
common stock, offered at a public offering price of $8.00 per share for expected gross proceeds of
$40.0 million, before deducting
underwriting discounts and other estimated offering expenses. In
addition, Provention Bio has granted the underwriters a 30-day
option to purchase up to an additional 750,000 shares of its common
stock on the same terms and conditions. All of the shares in the
offering are being sold by Provention Bio. The offering is expected
to close on or about September 23,
2019, subject to customary closing conditions.
Provention Bio also entered into a subscription agreement with
Amgen, Inc. for the purchase by Amgen, in a private placement, of
2,500,000 shares of common stock at a price of $8.00 per share, for total gross proceeds of
$20.0 million.
SVB Leerink and Cantor Fitzgerald & Co. are acting as joint
bookrunning managers for the public offering. H.C. Wainwright &
Co. is acting as lead manager for the public offering.
Provention Bio intends to use its net proceeds from the public
offering and the private placement for general corporate purposes,
including funding the advancement of its product candidates.
A shelf registration statement on Form S-3 (File No. 333-232995)
relating to the public offering of the shares of common stock
described above was declared effective by the Securities and
Exchange Commission (the "SEC") on August 8,
2019. The offering is being made only by means of a written
prospectus and prospectus supplement that form a part of the
registration statement. A preliminary prospectus supplement and
accompanying base prospectus relating to the offering was filed
with the SEC and is available on the SEC's website at www.sec.gov.
An electronic copy of the final prospectus supplement and
accompanying base prospectus relating to the offering, when filed,
will be available on the SEC's website at www.sec.gov and may also
be obtained by contacting SVB Leerink LLC,
Attention: Syndicate Department, One Federal Street, 37th
Floor, Boston, MA 02110, by telephone at (800) 808-7525
ext. 6132, or by email at syndicate@svbleerink.com or by
contacting Cantor Fitzgerald & Co., Attn: Capital Markets, 499
Park Ave., 6th Floor, New
York, New York 10022, or by telephone at 212-829-7122, or by
email at prospectus@cantor.com.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy these securities, nor shall 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 the registration or qualification under the securities laws of
any such state or other jurisdiction.
About Provention Bio, Inc.
Provention Bio, Inc.
(Nasdaq: PRVB) is a clinical-stage biopharmaceutical company
leveraging a transformational drug development strategy that is
focused on the prevention or interception of immune-mediated
disease. Provention's mission is to in-license, transform and
develop therapeutic candidates targeting the high morbidity,
mortality and escalating costs of autoimmune and inflammatory
diseases including: type 1 diabetes (T1D), Crohn's disease, celiac
disease and lupus. Provention's diversified portfolio includes
advanced-stage product development candidates that have undergone
clinical testing by other companies.
Forward-Looking Statements
Certain statements in this
press release are forward-looking within the meaning of the Private
Securities Litigation Reform Act of 1995, including but not limited
to, statements relating to the Company's expectations regarding the
completion and timing of the closing of the public offering and
private placement. These statements may be identified by the use of
forward-looking words such as "anticipate," "believe," "forecast,"
"estimate," "expect," and "intend," among others. These
forward-looking statements are based on Provention's current
expectations and actual results could differ materially. There are
a number of factors that could cause actual events to differ
materially from those indicated by such forward-looking statements.
These factors include, but are not limited to, the satisfaction of
customary closing conditions related to the public offering, risks
related to failure to obtain FDA approvals or clearances and
noncompliance with FDA regulations; uncertainties of patent
protection and litigation; limited research and development efforts
and dependence upon third parties; substantial competition; our
need for additional financing and the risks listed under "Risk
factors" in our annual report on Form 10-K for the year
ended December 31, 2018 and any subsequent filings with
the Securities and Exchange Commission and in the preliminary
prospectus related to the proposed offering filed with the
Securities and Exchange Commission. As with any pharmaceutical
under development, there are significant risks in the development,
regulatory approval and commercialization of new products.
Provention does not undertake an obligation to update or revise any
forward-looking statement. The information set forth herein speaks
only as of the date hereof.
Investor Contact:
Sam
Martin, Argot Partners
Sam@argotpartners.com
212-600-1902
Media Contact:
David
Rosen, Argot Partners
David.Rosen@argotpartners.com
212-600-1902
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SOURCE Provention Bio, Inc.