Sage Therapeutics Announces Proposed Public Offering of Common Stock
November 13 2017 - 4:01PM
Business Wire
Sage Therapeutics (NASDAQ: SAGE), a clinical-stage
biopharmaceutical company developing novel medicines to treat
life-altering central nervous system (CNS) disorders, today
announced that it has commenced an underwritten public offering of
$300.0 million of its common stock. Sage also intends to grant the
underwriters a 30-day option to purchase up to an additional $45.0
million of its common stock offered in the public offering. All the
shares in the offering are to be sold by Sage.
J.P. Morgan Securities LLC, Goldman Sachs & Co. LLC and
Morgan Stanley are acting as joint book-running managers for the
offering. The offering is subject to market and other conditions,
and there can be no assurance as to whether or when the offering
may be completed, or as to the actual size or terms of the
offering.
The shares are being offered by Sage pursuant to an
automatically effective shelf registration statement on Form S-3
that was previously filed with the Securities and Exchange
Commission (SEC). A preliminary prospectus supplement relating to
and describing the terms of the offering will be filed with the
SEC, and will be available on the SEC's website at www.sec.gov.
When available, copies of the preliminary prospectus supplement
and the accompanying prospectus relating to these securities may
also be obtained by contacting one of the following: J.P. Morgan
Securities LLC, c/o Broadridge Financial Solutions, 1155 Long
Island Avenue, Edgewood, New York 11717 or by telephone at
866-803-9204; Goldman Sachs, & Co. LLC at Prospectus
Department, 200 West Street, New York, New York 10282, by telephone
at 866-471-2526, by facsimile at 212-902-9316 or by e-mail at
prospectusgroup-ny@ny.email.gs.com; or Morgan Stanley & Co. LLC
at Prospectus Department, 180 Varick Street, 2nd Floor, New York,
NY 10014. The final terms of the offering will be disclosed in a
final prospectus supplement to be filed with the SEC.
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.
About Sage TherapeuticsSage Therapeutics is a
clinical-stage biopharmaceutical company committed to developing
novel medicines to transform the lives of patients with
life-altering central nervous system (CNS) disorders. Sage has a
portfolio of novel product candidates targeting critical CNS
receptor systems, GABA and NMDA. Sage's lead program, a proprietary
IV formulation of brexanolone (SAGE-547), has completed two Phase 3
clinical trials in postpartum depression. Sage is developing its
next generation modulators, including SAGE-217 and SAGE-718, in
various CNS disorders.
Forward-Looking StatementsVarious statements in this
release concerning Sage's future expectations, plans and prospects,
including without limitation, Sage's expectations regarding the
timing and completion of its proposed public offering of its common
stock, and Sage's plans with respect to its product candidates and
other activities, constitute forward-looking statements for the
purposes of the safe harbor provisions under the Private Securities
Litigation Reform Act of 1995. These forward-looking statements are
neither promises nor guarantees of future performance, and are
subject to a variety of risks and uncertainties, many of which are
beyond Sage's control, which could cause actual results to differ
materially from those indicated by these forward-looking
statements, including, without limitation: the uncertainties
related to market conditions and Sage's ability to complete the
public offering on accepted terms or at all; the risk that Sage may
not be able to satisfy the customary closing conditions related to
the proposed offering; the potential that our completed, ongoing
and future clinical and non-clinical data may not be sufficient to
file for or gain regulatory approval to launch and commercialize
our product candidates; the potential that future pre-clinical and
clinical results may not support further development of Sage's
product candidates or that Sage may not be able to successfully
demonstrate the efficacy and safety of its product candidates at
each stage of development in a manner sufficient to obtain
approval; the risk that actions or decisions of regulatory agencies
may affect the initiation, timing and progress of clinical trials;
the potential for unexpected adverse events in the conduct of one
of Sage's clinical trials to impact its ability to continue the
clinical trial or further development of a product candidate; the
risk that Sage may encounter other unexpected hurdles or issues in
the development and manufacture of its product candidates that may
impact its timing or progress, as well as those risks more fully
discussed in the section entitled "Risk Factors" in Sage's most
recent quarterly report on Form 10-Q, as well as discussions of
potential risks, uncertainties, and other important factors in
Sage's subsequent filings with the Securities and Exchange
Commission. In addition, any forward-looking statements represent
Sage's views only as of today and should not be relied upon as
representing its views as of any subsequent date. Sage explicitly
disclaims any obligation to update any forward-looking
statements.
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version on businesswire.com: http://www.businesswire.com/news/home/20171113006316/en/
Investor Contact:Sage TherapeuticsPaul Cox,
617-299-8377paul.cox@sagerx.comorMedia Contact:Suda
Communications LLCMaureen L. Suda,
585-355-1134maureen.suda@sagerx.com
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