GAITHERSBURG, Md., Dec. 14,
2022 /CNW/ -- Novavax, Inc. (Nasdaq: NVAX), a
biotechnology company dedicated to developing and commercializing
next-generation vaccines for serious infectious diseases, today
announced a proposed underwritten public
offering to sell up to $125 million of
its common stock. In connection with the common
stock offering, Novavax expects
to grant to the underwriters a 30-day option
to purchase up to an additional $18.75
million of its common stock at the public offering price, less
underwriting discounts and commissions.
J.P. Morgan, Jefferies and Cowen are acting as joint
book-running managers and representatives of the underwriters for
the common stock offering.
Concurrently with the offering of common stock, Novavax also
announced an offering of $125 million
aggregate principal amount of convertible senior notes due 2027
(the "notes") to persons reasonably believed to be qualified
institutional buyers pursuant to Rule 144A under the Securities Act
of 1933, as amended. In connection with the notes offering, Novavax
expects to grant to the initial purchasers a 30-day option to
purchase up to an additional $18.75
million aggregate principal amount of the notes. The common
stock offering is not contingent upon the consummation of the
concurrent offering of the notes, and the concurrent offering of
the notes is not contingent upon the consummation of the common
stock offering.
Novavax may use the net proceeds from the common stock offering
and, if consummated, the concurrent offering of the notes, for
general corporate purposes, including but not limited to the
continued global commercial launch of Nuvaxovid, repayment or
repurchase of a portion of the $325
million in outstanding principal amount of our 3.75%
convertible senior unsecured notes due February 1, 2023, working capital, capital
expenditures, research and development expenditures, clinical trial
expenditures, repayments under our supply agreements, as well as
acquisitions and other strategic purposes.
A registration statement relating to the common stock offering
was filed with the Securities and Exchange Commission ("SEC") on
March 11, 2020 and is effective. The
common stock offering will be made only by means of a prospectus
supplement and the accompanying prospectus. Before investing in the
common stock offering, purchasers should read the preliminary
prospectus supplement relating to and describing the terms of such
public offering and the related registration statement and other
documents Novavax has filed with the SEC for more complete
information about Novavax and such public offering. These
documents, when available, are free and can be found by visiting
EDGAR on the SEC website at www.sec.gov. Alternatively, copies of
the preliminary prospectus supplement and accompanying prospectus
relating to the common stock offering
may be obtained, when available, from: J.P.
Morgan, Attention: 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 (877)
821-7388, or by email at prospectus_department@jefferies.com or
Cowen and Company, LLC, c/o Broadridge Financial Solutions, 1155
Long Island Avenue, Edgewood, NY
11717, Attn: Prospectus Department, by telephone at (833) 297-2926,
or by email at PostSaleManualRequests@broadridge.com.
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 registration or qualification under
the securities laws of any such state or other jurisdiction.
About Novavax
Novavax, Inc. (Nasdaq: NVAX) is a
biotechnology company that promotes improved health globally
through the discovery, development, and commercialization of
innovative vaccines to prevent serious infectious diseases. The
company's proprietary recombinant technology platform harnesses the
power and speed of genetic engineering to efficiently produce
highly immunogenic nanoparticles designed to address urgent global
health needs. The Novavax COVID-19 vaccine, has received
authorization from multiple regulatory authorities globally,
including the U.S. FDA, the European Commission, and the World
Health Organization. The vaccine is currently under review by
multiple regulatory agencies worldwide, including for additional
indications and populations such as adolescents and as a booster.
In addition to its COVID-19 vaccine, Novavax is also currently
evaluating its COVID-19-Influenza Combination (CIC) vaccine
candidate in a Phase 1/2 clinical trial, its quadrivalent influenza
investigational vaccine candidate, and an Omicron strain-based
vaccine (NVX-CoV2515) as well as a bivalent format Omicron-based /
original strain-based vaccine. These vaccine candidates incorporate
Novavax' proprietary saponin-based Matrix-M adjuvant to enhance the
immune response and stimulate high levels of neutralizing
antibodies.
Forward-Looking Statements
This press release contains
forward-looking statements. Investors are cautioned not to place
undue reliance on these forward-looking statements, including, but
not limited to, statements regarding the ability of Novavax to
successfully complete the offerings, the timing and terms of the
proposed offerings, the estimated net proceeds of the proposed
offerings and Novavax' anticipated use of proceeds. Novavax
cautions that these forward-looking statements are subject to
numerous risks and uncertainties that could cause actual results to
differ materially from those expressed or implied by such
statements. Applicable risks and uncertainties include, but are not
limited to, those related to whether or not Novavax will be able to
consummate the potential offerings on the timelines or with the
terms anticipated, if at all, and the possible adverse impact on
the market price of the shares of its common stock. In addition,
Novavax' management retains broad discretion with respect to the
allocation of the net proceeds of the offerings. Applicable risks
also include those that are listed under the heading "Risk Factors"
and elsewhere in Novavax' Annual Report on Form 10-K for the fiscal
year ended December 31, 2021 and
Novavax' Quarterly Report on Form 10-Q for the fiscal quarter ended
June 30, 2022, in addition to the
risk factors that are included from time to time in Novavax'
subsequent SEC filings. The forward-looking statements in this
press release speak only as of the date of this document, and
Novavax undertakes no obligation to update or revise any of the
statements. Novavax' business is subject to substantial risks and
uncertainties, including those referenced above. Investors,
potential investors, and others should give careful consideration
to these risks and uncertainties. All forward‐looking statements
are qualified in their entirety by this cautionary statement.
Contacts:
Investors
Erika Schultz | 240-268-2022
ir@novavax.com
Media
Ali Chartan or Giovanna Chandler | 202-709-5563
media@novavax.com
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SOURCE Novavax, Inc.