Summit Therapeutics plc Summit Announces Underwritten Public Offering Of 1,459,000 Adss To Raise Usd17.5 Million Before Expen...
September 14 2017 - 1:01AM
UK Regulatory
TIDMSUMM
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INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A
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Summit Therapeutics plc
("Summit" or the "Company")
SUMMIT THERAPEUTICS ANNOUNCES UNDERWRITTEN PUBLIC OFFERING OF 1,459,000
AMERICAN DEPOSITARY SHARES TO RAISE US $17.5 MILLION BEFORE EXPENSES
Oxford, UK, 14 September 2017 - Summit Therapeutics plc (NASDAQ:
SMMT/AIM: SUMM), the drug discovery and development company advancing
therapies for Duchenne muscular dystrophy and C. difficile infection,
announces an underwritten public offering of 1,459,000 American
Depositary Shares ("ADSs") at a public offering price of US$12.00 per
ADS, before underwriting discounts and commissions. Each ADS represents
five ordinary shares of Summit and the public offering price is
therefore equivalent to approximately 181.7 pence per ordinary share(*)
. Following the offering, the ADSs will trade on the NASDAQ Global
Market.
In addition, Summit has granted the underwriters an option for a period
of 30 days to purchase, at the public offering price less underwriting
discounts and commissions, up to an additional 218,850 ADSs. Gross
proceeds from the offering are expected to be approximately US$17.5
million (or approximately US$20.1 million if the underwriters exercise
in full their option to purchase additional ADSs). Closing of the
offering is expected to occur on or about 18 September 2017, subject to
customary closing conditions.
Canaccord Genuity Inc. and JMP Securities LLC are acting as joint lead
book-running managers for the offering. Needham & Company, LLC is acting
as lead manager and H.C. Wainwright & Co., LLC is acting as co-manager.
Lansdowne Partners Limited ("Lansdowne") has participated in the
offering, having subscribed for 3,333,330 new ordinary shares in the
form of 666,666 ADSs. Lansdowne is deemed to be a related party pursuant
to the AIM Rules as it is a substantial shareholder in the Company. The
directors of the Company, having consulted with the Company's nominated
adviser, believe that the terms of the transaction are fair and
reasonable insofar as shareholders are concerned.
Application is being made for 7,295,000 new ordinary shares in the
Company, represented by the 1,459,000 ADSs to be issued at the closing
of the offering, to be admitted to trading on the AIM market. It is
expected that admission and dealing in these new ordinary shares will
occur on or around 19 September 2017. The new ordinary shares will rank
pari passu with the Company's existing ordinary shares.
The securities are being issued and sold pursuant to an effective shelf
registration statement (including a base prospectus) that was previously
filed with the Securities and Exchange Commission (the "SEC"). A
preliminary prospectus supplement relating to and describing the terms
of the offering was filed with the SEC on 13 September 2017. The final
prospectus supplement relating to the offering will be filed with the
SEC and will be available on the SEC's website at www.sec.gov. Copies of
the final prospectus supplement and the accompanying prospectus relating
to the offering may be obtained by contacting Canaccord Genuity Inc.,
Attention: Syndicate Department, 99 High Street, 12th Floor, Boston,
Massachusetts 02110, telephone: +1 (617) 371-3900 or JMP Securities LLC,
Prospectus Department, 600 Montgomery Street, 10th Floor, San Francisco,
California 94111, telephone: +1 (415) 835- 8985. This press release is
being issued pursuant to and in accordance with Rule 135e under the
United States Securities Act of 1933, as amended (the "Securities Act").
This press release does not constitute a prospectus and does not
constitute or form part of any offer or invitation to sell or issue, or
the solicitation of an offer to purchase or acquire, any of the ordinary
shares or ADSs or any other securities in the United States of America
or in any other jurisdiction. Securities may not be offered or sold in
the United States of America absent registration or an exemption from
registration under the Securities Act. Any public offering of securities
to be made in the United States will be made by means of a prospectus.
Such prospectus will contain or incorporate by reference detailed
information about the issuer and its management and financial
statements. In particular, and without limitation, no offer of
securities to the public (as that term is understood in the EU
Prospectus Directive) is being made in the United Kingdom or in any
other country in the European Economic Area which has implemented the EU
Prospectus Directive.
*Based on a conversion rate of US$1.3211 to GBP1.00.
This announcement contains inside information for the purposes of
Article 7 of EU Regulation 596/2014 (MAR).
About Summit Therapeutics
Summit is a biopharmaceutical company focused on the discovery,
development and commercialization of novel medicines for indications for
which there are no existing or only inadequate therapies. Summit is
conducting clinical programs focused on the genetic disease Duchenne
muscular dystrophy and the infectious disease Clostridium difficile
infection.
For more information, please contact:
Summit
Glyn Edwards / Richard Pye (UK office) Tel: +44 (0)1235 443 951
Erik Ostrowski / Michelle Avery (US office) +1 617 225 4455
Cairn Financial Advisers LLP
(Nominated Adviser)
Liam Murray / Tony Rawlinson Tel: +44 (0)20 7213 0880
Any statements in this press release about Summit's future expectations,
plans and prospects, including but not limited to, statements about
whether or not Summit will consummate the offering and the anticipated
use of the proceeds from the offering, 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: market conditions, the
satisfaction of customary closing conditions, the uncertainties inherent
in the initiation of future clinical trials, availability and timing of
data from on-going and future clinical trials and the results of such
trials, 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,
availability of funding sufficient for Summit's foreseeable and
unforeseeable operating expenses and capital expenditure requirements
and other factors discussed in the "Risk Factors" section of filings
that Summit makes with the Securities and Exchange Commission, including
Summit's Annual Report on Form 20-F for the fiscal year ended 31 January
2017. 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 Summit's views only
as of the date of this release and should not be relied upon as
representing Summit's views as of any subsequent date. Summit
specifically disclaims any obligation to update any forward-looking
statements included in this press release. Forward Looking Statements
-END-
This announcement is distributed by Nasdaq Corporate Solutions on behalf
of Nasdaq Corporate Solutions clients.
The issuer of this announcement warrants that they are solely
responsible for the content, accuracy and originality of the information
contained therein.
Source: Summit Therapeutics plc via Globenewswire
http://www.summitplc.com/
(END) Dow Jones Newswires
September 14, 2017 02:01 ET (06:01 GMT)
Copyright (c) 2017 Dow Jones & Company, Inc.
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