Galapagos files registration statement in the United States for a proposed global offering
April 15 2015 - 5:04PM
Galapagos NV (Euronext: GLPG) announced today that it filed
a Registration Statement on Form F-1 with the U.S. Securities and
Exchange Commission for a proposed global offering of ordinary
shares, including ordinary shares in the form of American
Depositary Shares ("ADSs").
Galapagos' ordinary shares are currently listed
on Euronext Amsterdam and Euronext Brussels. Application has
been made to list the ADSs to be offered in the global offering on
the NASDAQ Stock Market in the United States under the symbol
"GLPG." Within the framework of the contemplated transaction,
Galapagos expects to offer ordinary shares in Europe and countries
outside of the United States and Canada in a concurrent private
placement. Investors other than qualified investors under
applicable law will not be eligible to participate in this possible
private placement.
Morgan Stanley, Credit Suisse, and Cowen and
Company are acting as joint book-running managers, and Nomura and
Bryan, Garnier & Co. are acting as co-managers, for the
proposed global offering.
A registration statement relating to these
securities has been filed with the U.S. Securities and Exchange
Commission but has not yet become effective. The securities
may not be sold, nor may offers to buy be accepted, prior to the
time the registration statement becomes effective.
The securities referred to in this release are
to be offered only by means of a prospectus. A copy of the
preliminary prospectus, when available, can be obtained from Morgan
Stanley& Co. LLC, 180 Varick Street, 2nd Floor, New York, NY
10014, United States, Attention: Prospectus Department; Credit
Suisse Securities (USA) LLC, One Madison Avenue, New York, NY
10010, United States, Attention: Prospectus Department, or by
telephone at +1 (800) 221-1037, or by email at
newyork.prospectus@credit-suisse.com; or Cowen and Company, c/o
Broadridge Financial Services, 1155 Long Island Avenue, Edgewood,
NY, 11717, United States, Attn.: Prospectus Department or by
calling +1 (631) 274 2806.
This press release does not constitute an offer
to sell nor a solicitation of an offer to buy, nor shall there be
any sale of these securities in any state or jurisdiction in which
such an offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such
state or jurisdiction.
About Galapagos Galapagos
(Euronext: GLPG; OTC: GLPYY) is a clinical-stage biotechnology
company specialized in the discovery and development of small
molecule medicines with novel modes of action, with a pipeline
comprising three Phase 2 programs, two Phase 1 trials, five
pre-clinical studies, and 20 discovery small-molecule and antibody
programs in cystic fibrosis, inflammation, and other
indications. In the field of inflammation, AbbVie and
Galapagos signed a collaboration agreement for the development and
commercialization of filgotinib. Filgotinib is an
orally-available, selective inhibitor of JAK1 for the treatment of
rheumatoid arthritis and potentially other inflammatory diseases,
currently in Phase 2B studies in RA and in Phase 2 in Crohn's
disease. AbbVie and Galapagos also signed a
collaboration agreement in cystic fibrosis to develop and
commercialize molecules that address mutations in the CFTR
gene. Potentiator GLPG1837 is currently in a Phase 1 trial,
and corrector GLPG2222 is at the pre-clinical candidate
stage. GLPG1205, a first-in-class inhibitor of GPR84 and
fully-owned by Galapagos, is currently being tested in a Phase 2
proof-of-concept trial in ulcerative colitis patients.
GLPG1690, a fully proprietary, first-in-class inhibitor of
autotaxin, has shown favorable safety in a Phase 1 trial and is
expected to enter Phase 2 in idiopathic pulmonary fibrosis.
The Galapagos Group, including fee-for-service subsidiary Fidelta,
has approximately 400 employees, operating from its Mechelen,
Belgium headquarters and facilities in The Netherlands, France, and
Croatia.
CONTACT
Galapagos NV Elizabeth Goodwin, Head of
Corporate Communications & IR Tel: +31 6 2291 6240
ir@glpg.com
Galapagos forward-looking statements This
release may contain forward-looking statements regarding the
commercial potential of our product candidates generally, all of
which involve certain risks and uncertainties. These statements are
often, but are not always, made through the use of words or phrases
such as "believes," "anticipates," "expects," "intends," "plans,"
"seeks," "estimates," "may," "will," "could," "stands to,"
"continues," "we believe," "we intend," as well as similar
expressions. Such forward-looking statements may involve
known and unknown risks, uncertainties and other factors which
might cause the actual results, financial condition, performance or
achievements of Galapagos, or industry results, to be materially
different from any historic or future results, financial
conditions, performance or achievements expressed or implied by
such forward-looking statements. Among the factors that may
result in differences are the inherent uncertainties associated
with competitive developments, clinical trial and product
development activities, regulatory approval requirements and
estimating the commercial potential of our product
candidates. Given these uncertainties, the reader is advised
not to place any undue reliance on such forward-looking
statements. These forward-looking statements speak only as of
the date of publication of this document. Galapagos expressly
disclaims any obligation to update any such forward-looking
statements in this document to reflect any change in its
expectations with regard thereto or any change in events,
conditions or circumstances on which any such statement is based,
unless required by law or regulation.
HUG#1911616
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