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Filed Pursuant to Rule 433 Issuer Free Writing
Prospectus dated May 31, 2023 Relating to Preliminary Prospectus Supplement dated May 31, 2023
Registration Statement No. 333-258564 |
NEWS RELEASE
FOR IMMEDIATE RELEASE
LEXICON ANNOUNCES PROPOSED PUBLIC OFFERING OF COMMON STOCK
The Woodlands, Texas, May 31, 2023 Lexicon Pharmaceuticals, Inc. (Nasdaq: LXRX) (Lexicon) today announced that it has
commenced an underwritten public offering to offer and sell, subject to market and other conditions, shares of its common stock, par value $0.001. In addition, Lexicon intends to grant the underwriters a
30-day option to purchase additional shares of common stock. There can be no assurance as to whether or when the proposed offering may be completed, or as to the actual size or terms of the proposed offering.
Citigroup, Jefferies and Piper Sandler are acting as joint book-running managers for the proposed offering.
Concurrently with the closing of the underwritten public offering, Lexicon intends to sell shares of its common stock in a private placement to an affiliate
of Invus, L.P., Lexicons largest stockholder, pursuant to its preemptive right under Lexicons Fifth Amended and Restated Certificate of Incorporation. Lexicon intends to grant the private placement purchaser an option to purchase, on a
pro rata basis, additional shares of common stock to the extent the underwriters exercise their option to purchase additional common stock. Any shares of common stock offered pursuant to the concurrent private placement would not be registered under
the Securities Act of 1933, as amended (the Securities Act). The closing of the underwritten public offering is not conditioned on the closing of the concurrent private placement.
Lexicon currently intends to use the net proceeds that it will receive from the proposed offering, together with its existing cash and cash equivalents and
short-term investments, to fund the commercial launch of INPEFA (sotagliflozin). Lexicon expects to use any remaining net proceeds that it will receive from the proposed offering to fund the
continued research and development of its drug candidates and for working capital and other general corporate purposes.
A shelf registration statement on
Form S-3 relating to the proposed offering was filed with the U.S. Securities and Exchange Commission (SEC) on August 6, 2021 and declared effective by the SEC on
September 14, 2021 (File No. 333-258564). A preliminary prospectus supplement and accompanying prospectus relating to the proposed offering will be filed with the SEC and will be available on the
SECs website at www.sec.gov. When available, copies of the preliminary prospectus supplement and accompanying prospectus may also be obtained from Citigroup, c/o Broadridge Financial Services, 1155 Long Island Avenue, Edgewood, NY 11717
(Tel: 800-831-9146); Jefferies LLC, Attention: Equity Syndicate Prospectus Department, 520 Madison Avenue, New York, NY 10022, by
e-mail at prospectus_department@jefferies.com or by telephone at (877) 821-7388; or Piper Sandler & Co., Attention: Prospectus Department, 800 Nicollet
Mall, J12S03, Minneapolis, Minnesota 55402, by telephone at (800) 747-3924, or by email at prospectus@psc.com.