Novavax Prices Public Offering of Common Stock
March 26 2015 - 8:00AM
Novavax, Inc. (Nasdaq:NVAX), a clinical-stage vaccine company
focused on the discovery, development and commercialization of
recombinant nanoparticle vaccines and adjuvants, today announced
that it has priced an underwritten public offering of 24,137,931
shares of common stock at a price to the public of $7.25 per share
for gross proceeds of approximately $175 million. Novavax expects
to receive net proceeds, after deducting the underwriting discount,
of approximately $165 million from the offering. In connection with
this offering, Novavax has granted the underwriters a 30-day option
to purchase up to an additional 3,620,689 shares of its common
stock. If the underwriters exercise this option in full, Novavax
will have sold 27,758,620 shares of its common stock.
Novavax intends to use the net proceeds from this offering for
the advancement of its lead vaccine candidates, including the
preparation and potential initiation of Phase 3 clinical trials of
its elderly RSV and maternal RSV programs, as well as its other
clinical and preclinical research programs and general corporate
purposes, including working capital, product development,
manufacturing and process development expenditures and capital
expenditures, as well as acquisitions and other strategic purposes.
The offering is expected to close on or about March 31, 2015,
subject to the satisfaction of customary closing conditions.
J.P. Morgan and Citigroup are acting as joint book-running
managers of the offering. Piper Jaffray & Co. and Wedbush
PacGrow are acting as Co-Lead Managers, Janney Montgomery Scott and
Ladenburg Thalmann are acting as Co-Managers.
A preliminary prospectus supplement and the prospectus relating
to the proposed offering have been filed with the Securities and
Exchange Commission (SEC). The offering may be offered only by
means of a prospectus, including a prospectus supplement, forming a
part of the effective registration statement. This press release
does not and shall not constitute an offer to sell or the
solicitation of an offer to buy, nor will 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. When available, copies of the final prospectus
supplement and the prospectus relating to the proposed offering can
be obtained at the SEC's website http://www.sec.gov or from J.P.
Morgan and Citigroup, Attention: J.P. Morgan Securities LLC, c/o
Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood,
NY 11717, or by telephone at (866) 803-9204; or Citigroup, c/o
Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood,
NY 11717, by telephone at (800) 831-9146.
About Novavax
Novavax, Inc. (Nasdaq:NVAX) is a clinical-stage vaccine company
committed to delivering novel products to prevent a broad range of
infectious diseases. Its recombinant nanoparticles and Matrix-M™
adjuvant technology are the foundation for ground-breaking
innovation that improves global health through safe and effective
vaccines.
Forward-Looking Statements
Statements contained in this release, including those relating
to the expected closing of the offering, and those statements using
words such as "expects" and "intends" are forward-looking
statements that involve a number of risks and uncertainties that
could cause actual results to differ materially from those in the
forward-looking statements. These risks and uncertainties include,
but are not limited to: our ability to successfully complete the
offering; the possible adverse impact on the market price of our
shares of common stock due to the dilutive effect of the securities
to be sold in the offering; our planned use of the proceeds from
this offering; capital market risks; our ability to raise
additional capital when needed; and other risk factors identified
from time to time in the reports we file with Securities and
Exchange Commission (SEC), including our Annual Report on Form
10-K, Quarterly Reports on Form 10-Q, and Current Reports on Form
8-K, which are available at www.sec.gov. We caution investors not
to place considerable reliance on the forward-looking statements
contained in this press release. The forward-looking statements in
this press release speak only as of the date of this document, and
we undertake no obligation to update or revise any of the
statements. Our business is subject to substantial risks and
uncertainties, including those referenced above. Investors,
potential investors, and others should give careful consideration
to these risks and uncertainties.
CONTACT: Novavax, Inc.
Barclay A. Phillips
SVP, Chief Financial Officer and Treasurer
Andrea N. Flynn, Ph.D.
Senior Manager, Investor Relations
ir@novavax.com
240-268-2000
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