Seres Therapeutics, Inc. Announces Pricing of Public Offering of 10,500,000 Shares of Common Stock
August 12 2020 - 9:39PM
Business Wire
Seres Therapeutics, Inc. (Nasdaq: MCRB) (“Seres”), a leading
microbiome therapeutics platform company developing a novel class
of multifunctional bacterial consortia that are designed to
functionally interact with host cells and tissues to treat disease,
today announced the pricing of an underwritten public offering of
10,500,000 shares of its common stock, at a public offering price
of $21.50 per share, before underwriting discounts and commissions.
Seres also granted the underwriters a 30-day option to purchase up
to an additional 1,575,000 shares of its common stock on the same
terms and conditions. The gross proceeds from the offering,
together with the gross proceeds from a registered offering of
959,002 shares of common stock to Société des Produits Nestlé S.A.,
before deducting underwriting discounts and commissions and
estimated offering expenses, are expected to be approximately
$245.7 million, excluding any exercise of the underwriters’ option
to purchase additional shares. All of the shares in the offering
are to be sold by Seres.
Cowen and Company, LLC and Piper Sandler & Co. are acting as
joint book-running managers for the offering. Canaccord Genuity LLC
and Oppenheimer & Co. Inc. are acting as co-managers. The
offering is expected to close on or about August 17, 2020, subject
to customary closing conditions.
Seres intends to use the net proceeds from the offering, in
addition to its existing cash resources, to advance the clinical
development of its product candidates, for commercialization and
manufacturing activities and for other general corporate and
working capital purposes.
The common stock being sold in the public offering are being
offered by Seres pursuant to a shelf registration statement on Form
S-3 (File No. 333-244401), including a prospectus, which was
automatically effective upon filing on August 11, 2020. A
preliminary prospectus supplement to the prospectus describing the
terms of the offering was filed with the SEC on August 11, 2020,
and a final prospectus supplement will be filed with the SEC. The
offering will be made only by means of a written prospectus and
prospectus supplement that form a part of the effective
registration statement. Copies of the preliminary prospectus
supplement and accompanying prospectus relating to the offering may
be obtained, when available, by contacting: Cowen and Company, LLC,
c/o Broadridge Financial Solutions, 1155 Long Island Avenue,
Edgewood, NY, 11717, by telephone at (833) 297-2926, or by email at
postsalemanualrequests@broadridge.com or Piper Sandler & Co.,
800 Nicollet Mall, J12S03, Minneapolis, MN 55402, by telephone at
(800) 747-3924, or by email at prospectus@psc.com.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy, 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 the registration or
qualification under the securities laws of such state or
jurisdiction.
Forward-Looking Statements
This press release contains “forward-looking statements” within
the meaning of the Private Securities Litigation Reform Act of
1995, including, but not limited to, statements regarding the
completion of the proposed offering, anticipated proceeds of the
registered offering to Société des Produits Nestlé S.A. (“Nestlé”)
and the proposed offering, and the use of such proceeds. All such
forward-looking statements are based on management’s current
expectations of future events and are subject to a number of risks
and uncertainties that could cause actual results to differ
materially and adversely from those set forth in or implied by such
forward-looking statements. These risks and uncertainties relate to
market fluctuations in Seres’ common stock price, changes in market
conditions and satisfaction of customary closing conditions related
to the registered offering to Nestlé and the proposed offering, as
well as the other factors discussed in the “Risk Factors” section
in the prospectus supplement and registration statement referenced
above, in the “Risk Factors” section in Seres’ Quarterly Report on
Form 10-Q filed with the SEC on July 28, 2020, and in other reports
that Seres files with the SEC. There can be no assurance that Seres
will be able to complete the proposed offering on the anticipated
terms. All information in this press release is as of the date of
this release, and Seres undertakes no duty to update this
information, even if subsequent events cause its views to change,
unless required by law.
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version on businesswire.com: https://www.businesswire.com/news/home/20200812005760/en/
Carlo Tanzi, Ph.D. ctanzi@serestherapeutics.com
Seres Therapeutics (NASDAQ:MCRB)
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