Xenon Pharmaceuticals Announces Proposed Public Offering
November 29 2023 - 4:03PM
Xenon Pharmaceuticals Inc. (Nasdaq:XENE) (“Xenon”), a
neurology-focused biopharmaceutical company, today announced that
it has commenced an underwritten public offering of $225.0 million
of its common shares and, in lieu of common shares to certain
investors that so choose, pre-funded warrants to purchase common
shares, pursuant to its existing shelf registration statement. All
of the common shares and pre-funded warrants in this offering are
being offered by Xenon. In addition, Xenon intends to grant the
underwriters an option for a period of 30 days to purchase up to an
additional $33.75 million of common shares at the public offering
price, less the underwriting discounts and commissions. The
proposed offering is subject to market and other conditions, and
there can be no assurance as to whether or when the offering may be
completed.
J.P. Morgan, Jefferies, BofA Securities, Stifel,
and RBC Capital Markets are acting as joint book-running managers
for the proposed offering.
An automatically effective shelf registration
statement relating to the securities offered in the proposed public
offering described above was filed with the Securities and Exchange
Commission (SEC) on October 4, 2021. The proposed offering will be
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 prospectus
relating to the proposed offering will be filed with the SEC and
will be available on the SEC’s website at www.sec.gov. Copies of
the preliminary prospectus supplement and the accompanying
prospectus, when available, may also be obtained by contacting J.P.
Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155
Long Island Avenue, Edgewood, NY 11717, by telephone at (866)
803-9204, or by email at prospectus-eq_fi@jpmchase.com; Jefferies
LLC, Attention: Equity Syndicate Prospectus Department, 520 Madison
Avenue, New York, NY 10022, by telephone at (212) 284-2300, or by
email at prospectus_department@jefferies.com; BofA Securities,
Attention: Prospectus Department, NC1-0220-02-25, 201 North Tryon
Street, Charlotte, NC 28255-0001, by email at
dg.prospectus_requests@bofa.com; Stifel, Nicolaus & Company,
Incorporated, Attention: Syndicate, One Montgomery Street, Suite
3700, San Francisco, CA 94104, by telephone at (415) 364-2720, or
by email at syndprospectus@stifel.com; or RBC Capital Markets, LLC,
Attention: Equity Capital Markets, 200 Vesey Street, New York, NY
10281, by telephone at (877) 822-4089, or by email at
equityprospectus@rbccm.com.
No securities are being offered or sold,
directly or indirectly, in Canada or to any resident of Canada.
This press release shall not constitute an offer
to sell or the solicitation of an offer to buy the securities being
offered, nor shall there be any sale of the securities being
offered 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.
Safe Harbor StatementThis press
release contains forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934 and the Private Securities
Litigation Reform Act of 1995 and Canadian securities laws. These
forward-looking statements are not based on historical fact and
include statements regarding the anticipated public offering. These
forward-looking statements are based on current assumptions that
involve risks, uncertainties and other factors that may cause the
actual results, events or developments to be materially different
from those expressed or implied by such forward-looking statements.
These risks and uncertainties, many of which are beyond our
control, include, but are not limited to, uncertainties related to
market conditions and the completion of the public offering on the
anticipated terms or at all, the grant to the underwriters of the
option to purchase additional shares, as well as the other risks
identified in our filings with the SEC and the securities
commissions in British Columbia, Alberta and Ontario. These
forward-looking statements speak only as of the date hereof and we
assume no obligation to update these forward-looking statements,
and readers are cautioned not to place undue reliance on such
forward-looking statements.
Investor/Media Contact:Jodi RegtsXenon
Pharmaceuticals Inc.Phone: 604.484.3353Email:
investors@xenon-pharma.com
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