Ovid Therapeutics Announces Pricing of $32.5 Million of Securities in Concurrent Public Offerings of Common Stock and Preferr...
October 04 2019 - 8:30AM
Ovid Therapeutics Inc. (Nasdaq: OVID), a biopharmaceutical company
committed to developing medicines that transform the lives of
patients with rare neurological diseases, today announced the
pricing of two concurrent but separate underwritten public
offerings (together, the “Offerings”) of (i) 9,000,000 shares of
its common stock and (ii) 4,000 shares of its non-voting Series A
Convertible Preferred Stock (the “Series A preferred stock”). The
public offering price of each share of common stock is $2.50 and
the public offering price of each share of Series A preferred stock
is $2,500 (each share of Series A preferred stock is convertible
into 1,000 shares of common stock). In addition, Ovid Therapeutics
has granted the underwriters a 30-day option to purchase additional
shares of common stock of up to 15% of the aggregate number of
shares offered in the common stock offering. The Offerings are
expected to close on October 8, 2019, subject to customary closing
conditions.
As described above, each share of Series A preferred stock is
convertible into 1,000 shares of common stock, provided that
conversion will be prohibited, subject to certain exceptions, if,
as a result, the holder and its affiliates would beneficially own
more than, at the written election of the holder, either 9.99% or
14.99% of the total number of shares of our common stock then
issued and outstanding. In addition, upon written notice to Ovid
Therapeutics, the holders may elect to increase or decrease such
percentage limitation to any other number less than or equal to
19.99%.
Cowen and William Blair are acting as joint book-running
managers for the Offerings. JMP Securities and Ladenburg Thalmann
are acting as co-managers for the Offerings.
Ovid Therapeutics expects to receive combined gross proceeds of
$32.5 million from the Offerings, before deducting underwriting
discounts and offering expenses. Ovid Therapeutics intends to use
the net proceeds from the Offerings primarily to advance the
clinical development of its OV101 and OV935 programs and the
remainder of the net proceeds for working capital and general
corporate purposes.
The securities described above are being offered by Ovid
Therapeutics pursuant to an effective shelf registration statement
on Form S-3 filed with the Securities and Exchange Commission
(“SEC”) dated June 19, 2018. A preliminary prospectus supplement
relating to each of the Offerings has been, and a final prospectus
supplement related to each of the Offerings will be, filed with the
SEC and will be available on the SEC's website at
http://www.sec.gov. Copies of the preliminary and final prospectus
supplements relating to the Offerings may be obtained, when
available, by contacting Cowen at c/o Broadridge Financial
Solutions, 1155 Long Island Avenue, Edgewood, New York, 11717,
Attention: Prospectus Department, by email at
PostSaleManualRequests@broadridge.com or by telephone at (833)
297-2926; or William Blair at 150 North Riverside Plaza, Chicago,
Illinois 60606, Attention: Prospectus Department, by telephone at
800-621-0687 or by email at prospectus@williamblair.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 Ovid Therapeutics Inc.
Ovid Therapeutics Inc. is a New York-based biopharmaceutical
company using its BoldMedicine® approach to develop medicines that
transform the lives of patients with rare neurological disorders.
Ovid has a broad pipeline of potential first-in-class medicines.
Ovid’s most advanced investigational medicine, OV101 (gaboxadol),
is currently in clinical development for the treatment of Angelman
syndrome and Fragile X syndrome. Ovid is also developing OV935
(soticlestat) in collaboration with Takeda Pharmaceutical Company
Limited for the potential treatment of rare developmental and
epileptic encephalopathies (DEE).
Forward-Looking Information is Subject to Risk and
Uncertainty
Investors are cautioned that statements in this press release,
including regarding expectations as to the size, completion, timing
and use of proceeds relating to the proposed Offerings, constitute
forward-looking statements that involve risks and uncertainties,
including, without limitation, risks and uncertainties related to
market conditions and the satisfaction of customary closing
conditions related to the proposed public offering. Words such as
"may," “intend,” “will,” “potential,” and similar expressions are
intended to identify forward-looking statements. These
forward-looking statements are based upon Ovid’s current
expectations. Ovid’s actual results and the timing of events could
differ materially from those anticipated in such forward-looking
statements as a result of these risks and uncertainties, which
include, without limitation, risks related to market conditions and
the satisfaction of customary closing conditions related to the
proposed Offerings. These and other risks facing Ovid can be found
under the heading "Risk Factors" in Ovid’s periodic reports,
including its quarterly report on Form 10-Q for the quarter ended
June 30, 2019 and other filings with the SEC. There can be no
assurance that Ovid will be able to complete the proposed
Offerings. Ovid expressly disclaims any obligation or undertaking
to release publicly any updates or revisions to any forward-looking
statements contained herein to reflect any change in its
expectations with regard thereto or any change in events,
conditions or circumstances on which any such statements are
based.
Contacts
Investors and Media:Ovid Therapeutics
Inc.Investor Relations & Public Relationsirpr@ovidrx.com
Or
Investors: Steve KlassBurns McClellan,
Inc.sklass@burnsmc.com (212) 213-0006
Media: Katie Engleman 1AB katie@1abmedia.com
(919) 333-7722
Ovid Therapeutics (NASDAQ:OVID)
Historical Stock Chart
From Mar 2024 to Apr 2024
Ovid Therapeutics (NASDAQ:OVID)
Historical Stock Chart
From Apr 2023 to Apr 2024